STOCK TITAN

Turning Point Brands preliminary Q3 profit falls to $3.93M

Stoker’s segment sales rose while Zig-Zag sales and TPB’s net income were lower than a year earlier.

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Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

Form Type
8-K

Rhea-AI Filing Summary

Turning Point Brands, Inc. (TPB) reported third-quarter 2026 net sales of $151.096 million, versus $118.979 million a year earlier. Net income attributable to TPB was $3.930 million, compared with $21.080 million, and diluted earnings per share were $0.19 versus $1.13. Stoker’s Products net sales increased 52.0% to $113.8 million, while Zig-Zag net sales decreased 15.5% to $37.3 million.

SG&A increased 69.1% to $75.3 million, including Modern Oral sales and marketing investments and higher outbound freight costs. As of September 30, 2026, TPB reported $251.3 million in cash, $48.7 million in net debt and $322.8 million in total liquidity, including $71.5 million of revolving-credit capacity. It repurchased 167,161 shares during the quarter at an average price of $59.82 per share and reaffirmed 2026 full-year guidance, updated September 21, 2026. The company described the results as preliminary and subject to quarter-end closing and review procedures and third-party review.

1 point · 0 major

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

0 major · 3 points

How the balance works

Positive

  • Moderate pointStoker’s net sales increased 52.0% to $113.8 million in Q3.

Negative

  • Moderate pointZig-Zag net sales declined 15.5% to $37.3 million in Q3.
  • Moderate pointTPB net income was $3.930 million, versus $21.080 million a year earlier.
  • Moderate pointAdjusted EBITDA was $18.401 million, versus $31.345 million a year earlier.

Filing Explained

The release adds a year-to-date cash-generation measure: operating cash flow for the nine months ended September 30, 2026 was $9,449 thousand, versus $32,515 thousand for the same 2025 period.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Net sales $151.096 million Three months ended September 30, 2026; $118.979 million in 2025
Net income attributable to Turning Point Brands, Inc. $3.930 million Three months ended September 30, 2026; $21.080 million in 2025
Diluted income per common share $0.19 Three months ended September 30, 2026; $1.13 in 2025
Stoker’s Products segment net sales $113.8 million Third quarter 2026; increased 52.0% from the prior year
Zig-Zag Products segment net sales $37.3 million Third quarter 2026; decreased 15.5% from the prior year
Adjusted EBITDA $18.401 million Three months ended September 30, 2026; $31.345 million in 2025
Cash $251.3 million As of September 30, 2026
Total liquidity $322.8 million As of September 30, 2026, including $71.5 million of asset backed revolving credit facility capacity
Adjusted EBITDA financial
"Reconciliation of GAAP Net Income to Adjusted EBITDA"
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.
Adjusted Diluted EPS financial
"Adjusted Net Income, Adjusted Diluted EPS"
Adjusted diluted EPS is a company’s profit per share after adding back or removing one-time items (like restructuring costs or gains) and dividing by the number of shares including potential shares from options and convertible securities. Investors use it as a cleaner view of ongoing earnings—like looking at a car’s regular fuel efficiency rather than a trip boosted by downhill coasting—to judge underlying performance and compare companies without temporary distortions.
premarket tobacco product application regulatory
"FDA premarket tobacco product application (“PMTA”)"
A premarket tobacco product application is the formal submission a company must file with regulators to get permission to market a new or significantly changed tobacco product. Think of it as a permit showing evidence that the product is acceptable for public health—companies must provide scientific data on ingredients, emissions and likely impact on users and non-users. Investors care because approval determines whether a product can be sold, affects revenue potential, regulatory risk and a company’s valuation.
asset backed revolving credit facility financial
"$71.5 million of asset backed revolving credit facility capacity"
A loan that works like a secured revolving line of credit: a company can draw, repay and redraw funds up to a set limit, and the lender’s claim is backed by specific assets such as inventory or customer receivables. For investors, it matters because this facility provides flexible short-term cash to run the business and smooth operations, but access can tighten if the pledged assets lose value or covenants are breached, raising refinancing or default risk.
Net sales $151.096 million Compared with $118.979 million in the third quarter of 2025
Net income attributable to Turning Point Brands, Inc. $3.930 million Compared with $21.080 million in the third quarter of 2025
Diluted income per common share $0.19 Compared with $1.13 in the third quarter of 2025
Stoker’s Products segment net sales $113.8 million Increased 52.0% from the prior year
Zig-Zag Products segment net sales $37.3 million Decreased 15.5% from the prior year
Adjusted EBITDA $18.401 million Compared with $31.345 million in the third quarter of 2025
Guidance

Reaffirmed 2026 full-year guidance, updated September 21, 2026.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What were TPB’s Q3 2026 sales and net income?

TPB reported net sales of $151.096 million and net income attributable to Turning Point Brands, Inc. of $3.930 million for the three months ended September 30, 2026. The comparable year-earlier figures were $118.979 million and $21.080 million, respectively.

How did TPB’s Stoker’s and Zig-Zag segments perform in Q3 2026?

Stoker’s Products recorded net sales of $113.8 million and gross profit of $63.7 million; gross profit was 56.0% of sales. Zig-Zag Products recorded net sales of $37.3 million and gross profit of $21.4 million; gross profit was 57.4% of sales.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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false 0001290677 0001290677 2026-11-09 2026-11-09
 
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): November 9, 2026
 
 
TURNING POINT BRANDS, INC.
(Exact name of registrant as specified in its charter)
 
Delaware 001-37763 20-0709285
(State or other Jurisdiction of Incorporation)  (Commission File Number) (IRS Employer Identification No.)
                                             
                           
5201 Interchange Way, Louisville, KY 40229
(Address of principal executive offices) (Zip Code)
 
(502) 778-4421
 
N/A
(Former name, former address and former fiscal year, if changed since last report.)
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, $0.01 par value
TPB
New York Stock Exchange
 
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:
 
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
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))
 
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 November 9, 2026, Turning Point Brands, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter and three months ended September 30, 2026. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
 
The information in this Current Report on Form 8-K and the Exhibit attached hereto shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Such information will not be incorporated by reference into any registration statement filed by the Company under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated by reference.
 
 
Item 7.01.
Regulation FD Disclosure.
 
On November 9, 2026, the Company posted an investor presentation with supplemental information for the quarter ended September 30, 2026 to the investor relations section of its website at the following link https://www.turningpointbrands.com/investor-relations/events-and-presentations.                                                          
 
The information furnished under Item 7.01 of this Current Report on Form 8-K, including the referenced investor presentation, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
 
 
Item 9.01.
Financial Statements and Exhibits.
 
(d)
Exhibits
 
 
99.1
Press Release dated November 9, 2026
 
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
 
 

 
 
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.
 
 
TURNING POINT BRANDS, INC.
 
 
 
 
 
 
 
 
Dated: November 9, 2026
By:
/s/ Brittani N. Cushman
 
 
 
Brittani N. Cushman
 
 
 
Senior Vice President, General Counsel and Secretary
 
 
 

Exhibit 99.1

 

image01.jpg

 

Turning Point Brands Announces Third Quarter 2026 Results

 

 

 

●

Q3 2026 Modern Oral Gross Sales increased 114.2% to $93.9 million and Net Sales increased 102.9% to $74.4 million, accounting for 49.2% of total company Net Sales

 

●

Reaffirming FY 2026 Modern Oral Gross and Net Sales and EBITDA guidance

 

LOUISVILLE, KY – November 9, 2026 – 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 third quarter ended September 30, 2026.

 

 

Q3 2026 Financial Highlights

(All results reflect comparisons to prior-year period)

 

●

Total Consolidated Net Sales increased 27.0% to $151.1 million  

 

o

Stoker’s segment Net Sales increased 52.0%

 

o

Zig-Zag segment Net Sales decreased 15.5%

●

Gross Profit increased 20.9% to $85.2 million driven by Modern Oral growth

●

Net Income decreased 81.4% to $3.9 million

●

Adjusted EBITDA decreased 41.3% to $18.4 million including increased sales and marketing investments (see Schedule A for a reconciliation to net income) 

●

Diluted EPS of $0.19 and Adjusted Diluted EPS of $0.41 compared to $1.13 and $1.05 respectively (see Schedule B for a reconciliation to Diluted EPS)

 

“I have been involved with Turning Point Brands for nearly 14 years and have never been more optimistic about its future. I am very excited to serve as CEO at such an important time. I have tremendous confidence in our team, our brands and our strategy,” said David Glazek, Chief Executive Officer. “We delivered another quarter of strong results, highlighted by continued growth in Modern Oral and progress across our heritage brands. Our investments in FRE and ALP are expanding distribution, strengthening consumer engagement and positioning us to become a leading player in the rapidly growing nicotine pouch category. We remain focused on this transformative opportunity to maximize long-term shareholder value.”

 

Stoker’s Products Segment (75% of total net sales in the quarter) 

 

For the third quarter, Stoker’s segment net sales increased 52.0% from the prior year to $113.8 million, driven by triple-digit growth in Modern Oral. Stoker’s segment gross profit increased 41.5% from the prior year to $63.7 million. Gross profit as a percentage of net sales decreased to 56.0% for the three months ended September 30, 2026, from 60.2% for the three months ended September 30, 2025, primarily driven by a shift in product mix toward Modern Oral.

 

 

 
 

 

Zig-Zag Products Segment (25% of total net sales in the quarter) 

 

For the third quarter, Zig-Zag segment net sales decreased 15.5% from the prior year to $37.3 million.

Zig-Zag segment gross profit decreased 15.6% from the prior year to $21.4 million. Gross profit as a percentage of net sales decreased to 57.4% for the three months ended September 30, 2026, from 57.5% for the three months ended September 30, 2025.

 

Liquidity and Capital Allocation 

 

Investment in the quarter focused on sales and marketing efforts to support distribution and brand building. Consolidated selling, general and administrative (“SG&A”) expenses increased 69.1% from the prior year to $75.3 million, inclusive of Modern Oral-related sales and marketing investments and increased outbound freight costs.

 

As of September 30, 2026, ending cash was $251.3 million and net debt was $48.7 million. During the quarter, the Company repurchased 167,161 shares for a total cost of $10.0M at an average price per share of $59.82. The Company ended the quarter with total liquidity of $322.8 million, which includes $71.5 million of asset backed revolving credit facility capacity.

 

2026 Outlook

 

Reaffirming 2026 full-year guidance, which was updated on September 21, 2026.

 

 

●

Full year Modern Oral Gross Sales of $330-$350 million

 

●

Full year Modern Oral Net Sales of $260-$270 million

 

●

Full Year Adjusted EBITDA to $70-$80 million

 

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, November 9, 2026.

 

Investment community participants should dial in 10 minutes ahead of time using the toll-free number (833)-461-5787 (international participants should call (+44 7418 372077) and follow the audio prompts after typing in the event ID: 633 308 822. A live listen-only webcast of the call will be available at this link https://events.q4inc.com/attendee/633308822 as well as 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.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2
Turning Point Brands, Inc. | www.turningpointbrands.com | ir@tpbi.com | 502.774.9238

 

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 Quarterly Report on Form 10-Q for the quarter ended September 30, 2026 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 quarter ending September 30, 2026 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 third quarter 2026 results when such results are disclosed by TPB in its Quarterly Report on Form 10-Q for the quarter ended September 30, 2026.

 

 

Investor Contacts 

 

Turning Point Brands, Inc. 

ir@tpbi.com  

 

 

Financial Statements Follow on Subsequent Pages

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3
Turning Point Brands, Inc. | www.turningpointbrands.com | ir@tpbi.com | 502.774.9238

 

 

Turning Point Brands, Inc.

Consolidated Statements of Income

(dollars in thousands except share data)

(unaudited)

 

   

Three Months Ended September 30,

 
   

2026

   

2025

 

Net sales

  $ 151,096     $ 118,979  

Cost of sales

    65,921       48,552  

Gross profit

    85,175       70,427  

Selling, general, and administrative expenses

    75,305       44,542  

Operating income

    9,870       25,885  

Other expense (income), net

    63       (4,941 )

Interest expense, net

    4,241       3,531  

Investment gain

    (145 )     (817 )

Income from equity method investment

    (2,551 )     (2,117 )

Income before income taxes

    8,262       30,229  

Income tax expense

    1,414       6,472  

Consolidated net income

    6,848       23,757  

Net income attributable to non-controlling interest

    2,918       2,677  

Net income attributable to Turning Point Brands, Inc.

  $ 3,930     $ 21,080  
                 

Basic income per common share:

               

Net income attributable to Turning Point Brands, Inc.

  $ 0.20     $ 1.16  

Diluted income per common share:

               

Net income attributable to Turning Point Brands, Inc.

  $ 0.19     $ 1.13  

Weighted average common shares outstanding:

               

Basic

    20,027,021       18,246,722  

Diluted

    20,278,788       18,708,665  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4
Turning Point Brands, Inc. | www.turningpointbrands.com | ir@tpbi.com | 502.774.9238

 

 

Turning Point Brands, Inc.

Consolidated Balance Sheets

(dollars in thousands except share data)

(unaudited)

 

   

September 30,

   

December 31,

 
   

2026

   

2025

 
ASSETS                

Current assets:

               

Cash

  $ 251,290     $ 222,760  

Accounts receivable, net of allowances of $203 in 2026 and $206 in 2025

    24,160       25,726  

Inventories, net

    139,380       107,989  

Other current assets

    63,173       60,675  

Total current assets

    478,003       417,150  

Property, plant, and equipment, net

    40,481       36,247  

Right of use assets

    14,885       14,480  

Deferred financing costs, net

    697       1,180  

Goodwill

    135,839       136,097  

Other intangible assets, net

    63,114       64,042  

Master Settlement Agreement (MSA) escrow deposits

    28,902       29,887  

Other assets

    84,730       64,667  

Total assets

  $ 846,651     $ 763,750  
                 

LIABILITIES AND STOCKHOLDERS’ EQUITY

               

Current liabilities:

               

Accounts payable

  $ 27,314     $ 20,420  

Accrued liabilities

    54,686       54,587  

Total current liabilities

    82,000       75,007  

Deferred tax liabilities, net

    10,493       8,289  

Notes payable and long-term debt

    294,405       293,625  

Other long-term liabilities

    -       4,138  

Lease liabilities

    10,088       10,708  

Total liabilities

    396,986       391,767  
                 

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; 20,833,181 issued shares and 19,881,761 outstanding shares at September 30, 2026, and 20,589,527 issued shares and 19,132,384 outstanding shares at December 31, 2025

    225       216  

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

    -       -  

Additional paid-in capital

    242,240       203,627  

Cost of repurchased common stock (951,420 shares at September 30, 2026 and 1,457,143 shares at December 31, 2025)

    (31,171 )     (47,637 )

Accumulated other comprehensive loss

    (2,455 )     (1,563 )

Accumulated earnings

    214,035       199,661  

Non-controlling interest

    26,791       17,679  

Total stockholders’ equity

    449,665       371,983  

Total liabilities and stockholders’ equity

  $ 846,651     $ 763,750  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

5
Turning Point Brands, Inc. | www.turningpointbrands.com | ir@tpbi.com | 502.774.9238

 

 

Turning Point Brands, Inc.

Consolidated Statements of Cash Flows

(dollars in thousands)

(unaudited)

 

     

Nine Months Ended September 30,

 
     

2026

   

2025

 

Cash flows from operating activities:

                 

Consolidated net income

    $ 31,091     $ 56,508  

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

                 

Loss on extinguishment of debt

      -       1,235  

(Gain) loss on sale of property, plant, and equipment

      (3 )     47  

Loss on MSA investments

      9       -  

Income from equity method investment

      (8,208 )     (2,328 )

Loss (gain) on investments, net

      1,224       (484 )

Depreciation and other amortization expense

      6,026       4,489  

Amortization of other intangible assets

      963       918  

Amortization of deferred financing costs

      1,263       1,293  

Deferred income tax expense

      2,369       4,690  

Stock compensation expense

      6,559       5,176  

Noncash lease income

      (2,462 )     (1,205 )

Changes in operating assets and liabilities:

                 

Accounts receivable

      1,198       (18,251 )

Inventories

      (31,614 )     (16,412 )

Other current assets

      (7,547 )     (19,409 )

Other assets

      (699 )     (10,978 )

Accounts payable

      5,573       12,709  

Accrued liabilities and other

      3,707       14,517  

Net cash provided by operating activities

    $ 9,449     $ 32,515  
                   

Cash flows from investing activities:

                 

Capital expenditures

    $ (7,112 )   $ (10,182 )

Payment for equity investments

      (1,450 )     (2,783 )

Purchases of investments

      (10,768 )     (12,876 )

Proceeds from sale of investments

      3,850       5,459  

MSA escrow deposits, net

      256       (2 )

Purchase of option agreement

      (7,047 )     (8,000 )

Net cash used in investing activities

    $ (22,271 )   $ (28,384 )
                   

Cash flows from financing activities:

                 

Redemption of 2026 Notes

    $ -     $ (250,000 )

Proceeds from 2032 Notes

      -       300,000  

Equity offering proceeds

      59,549       97,499  

Tax distribution

      (2,500 )     -  

Interchange subscription agreement proceeds

      -       11,000  

Cost of repurchased stock

      (10,000 )     -  

Payment of dividends

      (4,830 )     (4,089 )

Payment of financing costs

      -       (7,285 )

Exercise of options

      324       6,106  

Redemption of options

      -       (33 )

Issuance of restricted stock units

      -       2  

Redemption of restricted stock units

      (332 )     (2,324 )

Issuance of performance based restricted stock units

      2       (1 )

Redemption of performance based restricted stock units

      (1,014 )     (2,625 )

Net cash provided by financing activities

    $ 41,199     $ 148,250  
                   

Net increase in cash

    $ 28,377     $ 152,381  

Effect of foreign currency translation on cash

    $ 157     $ (182 )
                   

Cash, beginning of period:

                 

Unrestricted

    $ 222,760     $ 48,941  

Restricted

      1,914       1,961  

Total cash at beginning of period

    $ 224,674     $ 50,902  
                   

Cash, end of period:

                 

Unrestricted

    $ 251,290     $ 201,189  

Restricted

      1,918       1,912  

Total cash at end of period

    $ 253,208     $ 203,101  

 

6
Turning Point Brands, Inc. | www.turningpointbrands.com | ir@tpbi.com | 502.774.9238

 

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.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

7
Turning Point Brands, Inc. | www.turningpointbrands.com | ir@tpbi.com | 502.774.9238

 

 

Schedule A

 

 

 

 

 

Turning Point Brands, Inc.

Reconciliation of GAAP Net Income to Adjusted EBITDA

(dollars in thousands)

(unaudited)

 

   

Three Months Ended

 
   

September 30,

 
   

2026

   

2025

 

Net income attributable to Turning Point Brands, Inc.

  $ 3,930     $ 21,080  

Add:

               

Interest expense, net

    4,346       3,653  

Income tax expense

    1,698       6,694  

Depreciation expense

    1,075       814  

Amortization expense

    1,456       1,132  

EBITDA

  $ 12,505     $ 33,373  

Components of Adjusted EBITDA

               

Corporate restructuring (a)

    268       233  

Stock based compensation (b)

    920       1,884  

Transactional expenses and strategic initiatives (c)

    164       820  

Non-recurring legal (d)

    649       437  

FDA PMTA (e)

    3,151       482  

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

    88       (10 )

Manufacturing start-up costs (g)

    593       -  

Honorarium (h)

    63       255  

Gain on investment (i)

    -       (678 )

ERC refund (j)

    -       (5,451 )

Adjusted EBITDA

  $ 18,401     $ 31,345  

 


 

 

(a)

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

(b)

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

(c)

Represents the fees incurred for transaction expenses.

(d)

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

(e)

Represents costs associated with applications related to FDA premarket tobacco product application (“PMTA”). 

(f)

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

(g)

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

(h)

Represents an honorarium gift included in other expense, net.

(i)

Represents gain on investments.

(j)

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

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

8
Turning Point Brands, Inc. | www.turningpointbrands.com | ir@tpbi.com | 502.774.9238

 

 

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

 
   

September 30, 2026

   

September 30, 2025

 
   

Adjusted Net

Income

   

Adjusted

Diluted

EPS

   

Adjusted Net

Income

   

Adjusted

Diluted

EPS

 

GAAP Net Income and Diluted EPS

  $ 3,930     $ 0.19     $ 21,080     $ 1.13  
                                 

Corporate restructuring (a)

    222       0.01       183       0.01  

Stock based compensation (b)

    763       0.04       1,481       0.08  

Transactional expenses and strategic initiatives (c)

    136       0.01       644       0.03  

Non-recurring legal (d)

    538       0.03       343       0.02  

FDA PMTA (e)

    2,612       0.13       379       0.02  

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

    73       0.00       (8 )     (0.00 )

Manufacturing start-up costs (g)

    492       0.02       -       -  

Honorarium (h)

    52       0.00       200       0.01  

Gain on investment (i)

    -       -       (533 )     (0.03 )

ERC refund (j)

    -       -       (4,284 )     (0.23 )

Tax benefit (k)

    (506 )     (0.02 )     113       0.01  

Adjusted Net Income and Adjusted Diluted EPS

  $ 8,312     $ 0.41     $ 19,598     $ 1.05  

 


 

Totals may not foot due to rounding


 

 

 

(a)

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

(b)

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

(c)

Represents the fees incurred for transaction expenses.

(d)

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

(e)

Represents costs associated with applications related to FDA premarket tobacco product application (“PMTA”). 

(f)

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

(g)

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

(h)

Represents an honorarium gift included in other expense, net.

(i)

Represents gain on investments.

(j)

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

(k)

Represents adjustment from quarterly tax rate to quarterly projected tax rate of 20.5% in 2026 and 21.0% in 2025.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

9

Filing Exhibits & Attachments

5 documents

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