FLO Shareholder/Stockholder Letter Transcript:
ANNUAL REPORT 2025
FELLOW SHAREHOLDERS:
We concluded 2025 on a strong note, achieving results at the high end of our expectations. To continue this momentum, we remain focused on
our four strategic priorities developing our team, focusing on brands, prioritizing margins, and pursuing smart mergers and acquisitions (M&A).
DEVELOPING OUR TEAM
PURSUING SMART M&A
I want to take a moment to express my heartfelt gratitude to
We closed on our acquisition of Simple Mills in 2025, and we couldn t
our employees. Their hard work, dedication, and unwavering
commitment have been instrumental in driving our results. I d also like
to recognize the contributions of our long-serving CFO, Steve Kinsey,
be more excited about the addition to our team and product portfolio.
As a leading natural snack company, Simple Mills is perfectly positioned
to appeal to consumers looking for high quality, delicious, and better-for-
who retired at the end of 2025. We ve welcomed Anthony Scaglione
as our new CFO, who is already making a positive impact across the
organization with his energy and vision. We re confident his strategic
insight will help us continue to navigate an increasingly complex
landscape.
you snacks. And we intend to meet that growing demand by bringing
innovation to extend its product portfolio and expanding distribution. The
integration of Simple Mills is progressing well, and the brand continues to
resonate with today s health-conscious consumers.
While we had a strong close to 2025, we anticipate ongoing
FOCUSING ON BRANDS
Our brands continued to perform well in a challenging environment. We
are leveraging the strength of our leading brands to uncover growth
opportunities in an otherwise soft category. And that investment
is yielding positive results, enabling strong performance in several
subcategories. We aim to drive further growth by expanding into fastergrowing segments like better-for-you snacking, and stabilizing and growing
the cake business by harnessing the power of the Wonder brand.
category headwinds to pressure results in 2026. In response, we are
proactively conducting a comprehensive review of our operations
aimed at positioning us to reignite top-line growth and expand
margins. While the economic landscape remains uncertain, we
believe that as consumer confidence rebounds, we will be wellpositioned to grow market share and enhance profitability over time.
Our dedicated team is committed to executing these initiatives with
precision and passion, ensuring that we not only meet the current
challenges but also lay a strong foundation for sustainable growth.
PRIORITIZING MARGINS
Through diligent efforts to enhance efficiencies, we notably reduced
adjusted SD&A as a percentage of sales for the year. The improvement
was driven by initiatives throughout the company, as we work to align our
cost base with changing demand. We will remain vigilant about managing
costs. In addition to cost savings, the successful execution of our portfolio
A. RYALS MCMULLIAN
Chairman and CEO
strategy, whereby we work to increase the percentage of sales of higher
margin branded retail products, is critical for long-term margin growth.
ANNUAL REPORT 2025
2
OUR MISSION
OUR VISION
TO DELIGHT CONSUMERS WITH
DELICIOUS BAKED FOODS.
WE STRIVE TO BE A BOLD, VISIONARY BAKED FOODS COMPANY
WITH THE CONSUMER AT THE CORE OF EVERYTHING WE DO.
FRESH. FORWARD. FLOWERS.
Fresh. Forward. Flowers. reflects our ongoing transformation into a consumer-focused, innovative, and ever-evolving
business. As our company continues to progress, we are guided by our mission, vision, and values and a legacy that
spans more than a century.
WE ARE PARTNERS
We deliver quality foods to our consumers
and the best service to our customers.
44 BAKERIES | NATIONWIDE DISTRIBUTION
BUSINESS: The second-largest producer and marketer
of packaged bakery foods in the U.S. Proven ability to
grow share in underdeveloped product segments and
geographic regions.
MARKET: Retail and foodservice. Dual distribution
capability Fresh bakery foods distributed daily through
a DSD network and fresh and frozen products delivered
to customers warehouses nationwide.
WE ARE VISIONARIES
FLOWERS BAKERIES
We imagine the delicious, creating the unique
food experiences consumers crave.
TOP BRANDS: Nature s Own, Dave s Killer Bread,
Canyon Bakehouse, Simple Mills, Wonder, Tastykake.
WE ARE COMMITTED
Leading brands in a large and stable consumer goods
category.
Our team is the essential ingredient to our success.
Doing things the right way every day.
BROAD PRODUCT RANGE: Baking mixes, bagels,
breads, buns, English muffins, rolls, snack items (bars,
EMPLOYEES: Approximately 10,300*
cakes, cookies, crackers), and tortillas
HONESTY & INTEGRITY
We always do what s right,
HUMILITY
We strive to serve and
maintaining high standards
of ethical conduct.
PASSION
We achieve our goals with
energy and enthusiasm.
learn from others as we
pursue common goals.
SUSTAINABILITY
We are committed to
building a sustainable
RESPECT & INCLUSION
We create an inclusive and
future for our team,
our company, and our
respectful culture.
communities.
WE ARE CREATORS
We put insight into action, driving innovation
to continuously improve our operations.
BAKERIES: 44 bakeries in 19 states
Executing initiatives to optimize portfolio and network
profitability with a focus on managing costs, leveraging
data-driven insights, and shifting mix to higher margin
OUR VALUES:
branded products.
*As of 1/3/26
WE ARE EVOLVING
Entering a new era of growth, we have a clear strategy to expand the power of our brands and the scope of our capabilities.
STRATEGIC PRIORITIES:
Develop Our Team | Invest in our team to drive portfolio
optimization through brand growth, innovation, and
enhanced capabilities.
Focus on Brands | Pursue targeted innovation and
marketing to enhance relevancy and oppotunistically
grow share.
ANNUAL REPORT 2025
Prioritize Margins | Orienting asset base to higher
margin products, reducing netork complexity, and
enhancing profitability.
Pursue Smart M&A | Employ a disciplined approach to
acquisitions designed to enhance our branded portfolio,
improve our margin profile, and broaden our geographic reach.
3
FINANCIAL HIGHLIGHTS (in thousands, except per share data)
Net sales
FY2025
FY2024
$5,256,479
$5,103,487
3.0%
$83,825
$248,116
-66.2%
$231,573
$271,568
-14.7%
$0.40
$1.17
-65.8%
Net income
Adjusted net income*
Net income per diluted common share
% CHANGE
Adjusted net income per diluted common share*
$1.09
$1.28
-14.8%
Cash dividends per common share
$0.98
$0.95
3.2%
* Excluding items affecting comparability. See reconciliations of these non-GAAP financial measures in the following pages.
FINANCIAL
STRENGTHS
Consistent cash generation and
track record of dividend growth
Stable performance in a variety
of economic environments
Conservative financial position
with investment-grade debt rating
FY2025 SNAPSHOT
Mass/
Discount
34%
66%
Branded
Retail
Chart data should not be used
for historical comparisons
because of changes in sales
category definitions.
35%
25%
Other2
Other
1
Internal Sales Data
Warehouse; 53 Weeks
Ending 1/3/26; includes
sales from e-commerce,
click and collect, and other
online channels
Includes foodservice,
restaurant, institutional,
vending, thrift stores, and
contract manufacturing
40%
Supermarket/
Drug
2
SALES BY CATEGORY
BRAND SHARE, TOTAL U.S.
SALES CHANNELS1
BRAND STRENGTHS
Breads, Buns, Rolls
16%
Other
Brands
Pepperidge
Farm
Flowers
Branded
26%
26%
5%
Private
Label
27%
BBU
Circana Flowers Custom Database: 53 weeks ending 1/3/26
(Chart data should not be used for historical comparison
because of changes in product and geographic definitions.)
CATEGORY STRENGTHS
$48 billion retail sales**
$7 billion foodservice sales**
Across the grocery store segment, fresh bread and
rolls is the third-largest category, in dollars, behind
salty snacks and carbonated beverages.***
Highly profitable category for retailers.
98% of households buy fresh packaged bread.**
* As of 1/3/26
** Flowers internal estimate, based on 2025 Circana data
*** Circana Panel data Total US All Outlets (Numbers should not be used for
historical comparison due to changes in Circana data.)
ANNUAL REPORT 2025
America s best-selling loaf bread. Nature s Own breads and buns have no
artificial preservatives, colors, or flavors and no high fructose corn syrup.
For an artisan experience, try Non-GMO Project Verified Perfectly Crafted
breads, buns, and rolls.
The #1 organic bread in the U.S., Dave s Killer Bread is Non-GMO and
USDA organic, with killer taste and texture, whole grain nutrition, and no
artificial ingredients. It will rock your world!
The #1 gluten-free bread brand in the U.S., Canyon Bakehouse is also
free from dairy, nuts, and soy and made with 100% whole grains so
everyone can Love Bread Again .
A leading brand of better-for-you crackers, cookies, snack bars, and
baking mixes, Simple Mills is made with simple and nutritious high-quality
ingredients that deliver extraordinary taste. (Acquired early 2025)
Hot dog, hamburger, sandwich, or snack cake, Wonder is the way to go.
A trusted brand for more than 100 years. Instill a little Wonder in what
you re eating today!
A snack favorite since 1914, Tastykake is celebrated for its complete
line of cakes, pies, and donuts. One taste, and you ll know why
Tastykake has been a favorite for more than 100 years.
4
RECONCILIATION OF NET INCOME TO ADJUSTED NET INCOME
3-YEAR PERFORMANCE
(in thousands)
Net income
NET SALES
Pension plan settlement loss
in millions
Impairment of intangible assets
% change
Acquisition and integration-related costs
25
$5,256
3.0%
24
$5,103
0.2%
Restructuring charges
5.9%
$5,091
23
NET INCOME
% of sales
in millions
4.9%
248
24
2.4%
123
23
ADJUSTED NET INCOME
% of sales
in millions
4.4%
$232
25
24
5.3%
$272
$256
23
5.0%
ADJUSTED EBITDA
% margin
in millions
25*
$535
10.2%
24
$539
10.6%
23
9.9%
$502
% of FY25 Sales
10%
28%
Ingredients/
packaging
23%
Conversion1
Includes direct labor and indirect manufacturing expenses
2
Includes selling and administrative expenses
1
MARKET CAPITALIZATION AT FISCAL
YEAR END
in billions
25
24
23
$15,811
$1,506
$2,784
$103,147
$5,324
Restructuring-related implementation costs
$14,647
$2,234
Plant closure costs and impairment of assets
$5,547
$7,732
$5,473
Loss on inferior ingredients
$1,993
Business process improvement costs
$2,526
$3,397
$16,141
$231,573
$271,568
$256,285
Adjusted net income
RECONCILIATION OF NET INCOME TO EBITDA AND ADJ. EBITDA
(in thousands)
FY2025
FY2024
FY2023
Net income
$83,825
$248,116
$123,416
Income tax expense
$31,243
$80,826
$33,691
Interest expense, net
$59,294
$19,623
$16,032
Depreciation and amortization
$167,427
$159,210
$151,709
EBITDA
$341,789
$507,775
$324,848
$(269)
Other pension benefit
Impairment of intangible assets
Acquisition and integration-related costs
$(381)
$(273)
$135,981
$17,904
$2,008
$3,712
$902
$3,800
$137,529
$6,083
$7,403
7,099
Restructuring-related implementation costs
$19,529
$2,979
Plant closure costs and impairment of assets
$7,397
$10,310
$7,298
Legal settlements and related costs
Loss on inferior ingredients
$2,657
Business process improvement costs
$3,368
$4,529
$21,521
Adjusted EBITDA
Net Sales
Adjusted EBITDA margin
$535,229
$538,531
$501,738
$5,256,479
$5,103,487
$5,090,830
10.2%
10.6%
9.9%
(in thousands)
FY2025
FY2024
FY2023
Income tax expense
$31,243
$80,826
$33,691
Pension plan settlement loss
Impairment of intangible assets
Restructuring charges
$4.100
$4.803
$226
$950
$34,382
$2,093
$502
$928
$1,521
$1,851
$1,775
$4,882
$745
$1,850
$2,578
$1,825
Loss on inferior ingredients
$664
Business process improvement costs
$842
$1,132
$5,380
$77,316
$88,644
$77,981
RECONCILIATION OF SELLING, DISTRIBUTION AND
ADMINISTRATIVE EXPENSES TO ADJUSTED SDA EXPENSES
Acquisition and integration-related costs
Legal settlements and related costs
Business process improvement costs
Restructuring-related implementation costs
* FY25 was a 53-week year.
** Excluding items affecting comparability. Reconciliations of nonGAAP measures are available at flowersfoods.com. Click on
Investors and select Financial Data.
$60
Plant closure costs and impairment of assets
Selling, distribution and administrative expenses
$2.200
$33,995
Restructuring-related implementation costs
(in thousands)
ANNUAL REPORT 2025
$5,552
Adjusted income tax expense
$101,986
$2,850
Acquisition and integration-related costs
21%
$123,416
$181
$676
Legal settlements and related costs
Shipping/
distribution
$248,116
Tax impact of:
18%
All other
$83,825
RECONCILIATION OF INCOME TAX EXPENSE TO ADJUSTED
INCOME TAX EXPENSE
COMPONENTS OF ADJ. EBITDA**
2
FY2023
$4,562
Legal settlements and related costs
Restructuring charges
Adj. EBITDA
FY2024
1.6%
84
25*
FY2025
Adjusted selling, distribution and administrative expenses
FY2025
FY2024
FY2023
$2,075,368
$2,001,052
$2,119,718
$(17,904)
$(2,008)
$(3,712)
$(902)
$(3,800)
$(137,529)
$(21,521)
$(3,368)
$(4,529)
$(19,529)
$(2,979)
$2,033,665
$1,987,736
$1,956,956
5
4/14/2026 Letter Continued (Full PDF)