Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Nov. 14, 2023 | Mar. 31, 2023 | |
Cover [Abstract] | |||
City Area Code | 314 | ||
Local Phone Number | 644-7600 | ||
Title of 12(b) Security | Common Stock, $0.01 par value | ||
Trading Symbol | BRBR | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 4,479,203,598 | ||
Entity Common Stock, Shares Outstanding | 131,084,271 | ||
Documents Incorporated by Reference | Certain portions of the registrant’s definitive proxy statement for its 2024 annual meeting of stockholders, to be filed with the Securities and Exchange Commission within 120 days after September 30, 2023, are incorporated by reference into Part III of this report. | ||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Sep. 30, 2023 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Current Fiscal Year End Date | --09-30 | ||
Document Transition Report | false | ||
Amendment Flag | false | ||
Entity File Number | 1-39093 | ||
Entity Registrant Name | BellRing Brands, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 87-3296749 | ||
Entity Central Index Key | 0001772016 | ||
Entity Address, Address Line One | 2503 S. Hanley Road | ||
Entity Address, City or Town | St. Louis | ||
Entity Address, State or Province | MO | ||
Entity Address, Postal Zip Code | 63144 | ||
Document Financial Statement Error Correction [Flag] | false |
Audit Information
Audit Information | 12 Months Ended |
Sep. 30, 2023 | |
Auditor [Abstract] | |
Auditor Name | PricewaterhouseCoopers LLP |
Auditor Location | St. Louis, Missouri |
Auditor Firm ID | 238 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Statement [Abstract] | |||
Net sales | $ 1,666.8 | $ 1,371.5 | $ 1,247.1 |
Cost of goods sold | 1,136.6 | 949.7 | 860.9 |
Gross profit | 530.2 | 421.8 | 386.2 |
Selling, general and administrative expenses | 216.3 | 189.7 | 167.1 |
Amortization of intangible assets | 26.6 | 19.7 | 51.2 |
Other operating income, net | 0 | 0 | (0.1) |
Operating profit | 287.3 | 212.4 | 168 |
Interest expense, net | 66.9 | 49.2 | 43.2 |
Loss on extinguishment and refinancing of debt, net | 0 | 17.6 | 1.6 |
Earnings before income taxes | 220.4 | 145.6 | 123.2 |
Income tax expense | 54.9 | 29.6 | 8.8 |
Net earnings including redeemable noncontrolling interest | 165.5 | 116 | 114.4 |
Net earnings attributable to redeemable noncontrolling interest | 0 | 33.7 | 86.8 |
Net earnings available to common stockholders | $ 165.5 | $ 82.3 | $ 27.6 |
Earnings per common share, basic (in usd per share) | $ 1.24 | $ 0.88 | $ 0.70 |
Earnings per common share, diluted (in usd per share) | $ 1.23 | $ 0.88 | $ 0.70 |
Weighted-Average common shares outstanding, basic (in shares) | 133 | 93.5 | 39.5 |
Weighted-Average common shares outstanding, diluted (in shares) | 134.1 | 93.8 | 39.7 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Statement of Comprehensive Income [Abstract] | |||
Net earnings including redeemable noncontrolling interest | $ 165.5 | $ 116 | $ 114.4 |
Hedging adjustments: | |||
Reclassifications to net earnings | 0 | 7.1 | 2.3 |
Foreign currency translation adjustments: | |||
Unrealized foreign currency translation adjustments | 1.2 | (2.9) | (0.2) |
Tax (expense) benefit on other comprehensive income (loss): | |||
Reclassifications to net earnings | 0 | (0.4) | (0.2) |
Total Other Comprehensive Income Including Redeemable Noncontrolling Interest | 1.2 | 3.8 | 1.9 |
Comprehensive income attributable to redeemable noncontrolling interest | 0 | 38.3 | 88.2 |
Total comprehensive income available to common stockholders | $ 166.7 | $ 81.5 | $ 28.1 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Sep. 30, 2023 | Sep. 30, 2022 |
ASSETS | ||
Cash and cash equivalents | $ 48.4 | $ 35.8 |
Receivables, net | 168.2 | 173.3 |
Inventories | 194.3 | 199.8 |
Prepaid expenses and other current assets | 13.3 | 12.4 |
Total current assets | 424.2 | 421.3 |
Property, net | 8.5 | 8 |
Goodwill | 65.9 | 65.9 |
Intangible assets, net | 176.8 | 203.3 |
Deferred income taxes | 4.2 | 0 |
Other assets | 12 | 8.7 |
Total Assets | 691.6 | 707.2 |
LIABILITIES AND STOCKHOLDERS’ DEFICIT | ||
Accounts payable | 89 | 93.8 |
Other current liabilities | 61.2 | 49.7 |
Total current liabilities | 150.2 | 143.5 |
Long-term debt | 856.8 | 929.5 |
Deferred income taxes | 0.4 | 2.2 |
Other liabilities | 7.7 | 8.2 |
Total Liabilities | 1,015.1 | 1,083.4 |
Preferred stock | 0 | 0 |
Common stock | 1.4 | 1.4 |
Additional paid-in capital | 19.3 | 7 |
Accumulated deficit | (190.1) | (355.6) |
Accumulated other comprehensive loss | (3.1) | (4.3) |
Treasury Stock, Value | (151) | (24.7) |
Total Stockholders’ Deficit | (323.5) | (376.2) |
Total Liabilities and Stockholders’ Deficit | $ 691.6 | $ 707.2 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2023 | Sep. 30, 2022 |
Preferred Stock | ||
Preferred stock, par value per share | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common Stock | ||
Common stock, par value per share | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 500,000,000 | |
Common stock, shares issued | 136,553,891 | 136,362,928 |
Common stock, shares outstanding | 131,245,350 | 135,295,583 |
Treasury Stock, Common | ||
Treasury Stock, Shares | 5,308,541 | 1,067,345 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Cash Flows from Operating Activities: | |||
Net earnings including redeemable noncontrolling interest | $ 165.5 | $ 116 | $ 114.4 |
Adjustments to reconcile net earnings including redeemable noncontrolling interest to net cash provided by operating activities: | |||
Depreciation and amortization | 28.3 | 21.3 | 53.7 |
Loss on extinguishment and refinancing of debt, net | 0 | 17.6 | 1.6 |
Non-cash stock-based compensation expense | 14.2 | 9.8 | 4.6 |
Deferred income taxes | (6) | (4) | (1.5) |
Other, net | 1.2 | 1.4 | 3 |
Other changes in operating assets and liabilities: | |||
Decrease (increase) in receivables | 5.5 | (70.7) | (21) |
Decrease (increase) in inventories | 6.4 | (83.9) | 32.4 |
(Increase) decrease in prepaid expenses and other current assets | (0.8) | 1.1 | (5.7) |
(Increase) decrease in other assets | (1.8) | 2.3 | 2.5 |
Increase in accounts payable and other current liabilities | 3.1 | 10.3 | 42.1 |
Decrease in non-current liabilities | 0 | (0.2) | 0 |
Net Cash Provided by Operating Activities | 215.6 | 21 | 226.1 |
Cash Flows from Investing Activities: | |||
Additions to property | (1.8) | (1.8) | (1.6) |
Net Cash Used in Investing Activities | (1.8) | (1.8) | (1.6) |
Cash Flows from Financing Activities: | |||
Proceeds from issuance of long-term debt | 115 | 164 | 20 |
Repayments of long-term debt | (189) | (674.9) | (113.8) |
Payment of merger consideration | 0 | (115.5) | 0 |
Purchases of treasury stock | (125.5) | (42.8) | 0 |
Payments of debt issuance, extinguishment and refinancing costs and deferred financing fees | 0 | (11.9) | (1.6) |
Distributions from (to) Post Holdings, Inc., net | 0 | 547.2 | (24.6) |
Other, net | (2.2) | (1.1) | (0.9) |
Net Cash Used in Financing Activities | (201.7) | (135) | (120.9) |
Effect of Exchange Rate Changes on Cash and Cash Equivalents | 0.5 | (1) | 0.3 |
Net Increase (Decrease) in Cash and Cash Equivalents | 12.6 | (116.8) | 103.9 |
Cash and Cash Equivalents, Beginning of Year | 35.8 | 152.6 | 48.7 |
Cash and Cash Equivalents, End of Year | 48.4 | 35.8 | 152.6 |
Noncash Investing and Financing Items [Abstract] | |||
Debt issued to Post Holdings, Inc. in connection with Spin-off | $ 0 | $ 840 | $ 0 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) shares in Millions, $ in Millions | Total | Preferred Stock | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Hedging Adjustments, net of tax | Foreign Currency Translation Adjustments | Treasury Stock, Common |
Stockholders' Equity at Sep. 30, 2020 | $ 0 | $ 0.4 | $ 0 | $ (2,179) | $ (2.1) | $ (1.9) | $ 0 | |
Preferred stock, shares at Sep. 30, 2020 | 0 | |||||||
Common stock, shares at Sep. 30, 2020 | 39.4 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net change in hedges, net of tax | 0.5 | |||||||
Foreign currency translation adjustments | 0 | |||||||
Distributions to Post Holdings, Inc. | (24.6) | |||||||
Redemption value adjustment to noncontrolling interest | (3.8) | (883.7) | ||||||
Impact of Spin-off | $ 0 | 0 | 0 | |||||
Purchases of treasury stock, shares | 0 | |||||||
Purchases of treasury stock | 0 | |||||||
Shares Issued, Shares, Share-based Payment Arrangement, before Forfeiture | 0.1 | |||||||
Impact of Spin-off, Shares | 0 | |||||||
Activity under deferred compensation plans | (0.8) | |||||||
Stock-based compensation expense | 4.6 | |||||||
Net earnings available to common stockholders | $ 27.6 | 27.6 | ||||||
Stockholders' Equity at Sep. 30, 2021 | (3,062.8) | $ 0 | $ 0.4 | 0 | (3,059.7) | (1.6) | (1.9) | 0 |
Preferred stock, shares at Sep. 30, 2021 | 0 | |||||||
Common stock, shares at Sep. 30, 2021 | 39.5 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net change in hedges, net of tax | 1.6 | |||||||
Foreign currency translation adjustments | (2.4) | |||||||
Distributions to Post Holdings, Inc. | (3.2) | |||||||
Redemption value adjustment to noncontrolling interest | (1.9) | 372.4 | ||||||
Impact of Spin-off | $ 1 | 2,252.6 | 18.1 | |||||
Purchases of treasury stock, shares | (1.9) | |||||||
Purchases of treasury stock | (42.8) | |||||||
Shares Issued, Shares, Share-based Payment Arrangement, before Forfeiture | 0.2 | |||||||
Impact of Spin-off, Shares | 97.5 | |||||||
Activity under deferred compensation plans | (0.9) | |||||||
Stock-based compensation expense | 9.8 | |||||||
Net earnings available to common stockholders | 82.3 | 82.3 | ||||||
Stockholders' Equity at Sep. 30, 2022 | (376.2) | $ 0 | $ 1.4 | 7 | (355.6) | 0 | (4.3) | (24.7) |
Preferred stock, shares at Sep. 30, 2022 | 0 | |||||||
Common stock, shares at Sep. 30, 2022 | 135.3 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net change in hedges, net of tax | 0 | |||||||
Foreign currency translation adjustments | 1.2 | |||||||
Distributions to Post Holdings, Inc. | 0 | |||||||
Redemption value adjustment to noncontrolling interest | 0 | 0 | ||||||
Impact of Spin-off | $ 0 | 0 | 0 | |||||
Purchases of treasury stock, shares | (4.2) | |||||||
Purchases of treasury stock | (126.3) | |||||||
Shares Issued, Shares, Share-based Payment Arrangement, before Forfeiture | 0.1 | |||||||
Impact of Spin-off, Shares | 0 | |||||||
Activity under deferred compensation plans | (1.9) | |||||||
Stock-based compensation expense | 14.2 | |||||||
Net earnings available to common stockholders | 165.5 | 165.5 | ||||||
Stockholders' Equity at Sep. 30, 2023 | $ (323.5) | $ 0 | $ 1.4 | $ 19.3 | $ (190.1) | $ 0 | $ (3.1) | $ (151) |
Preferred stock, shares at Sep. 30, 2023 | 0 | |||||||
Common stock, shares at Sep. 30, 2023 | 131.2 |
Background (Notes)
Background (Notes) | 12 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Background | BACKGROUND On October 21, 2019, BellRing Intermediate Holdings, Inc. (formerly known as BellRing Brands, Inc.) (“Old BellRing”) closed its initial public offering (the “IPO”) of 39.4 million shares of its Class A common stock, $0.01 par value per share (“Old BellRing Class A Common Stock”), and contributed the net proceeds from the IPO to BellRing Brands, LLC, a Delaware limited liability company and subsidiary of Old BellRing (“BellRing LLC”), in exchange for 39.4 million BellRing LLC non-voting membership units (the “BellRing LLC units”). As a result of the IPO and certain other transactions completed in connection with the IPO (the “formation transactions”), BellRing LLC became the holder of the active nutrition business of Post Holdings, Inc. (“Post”). Old BellRing, as a holding company, had no material assets other than its ownership of BellRing LLC units and its indirect interests in the subsidiaries of BellRing LLC and had no independent means of generating revenue or cash flow. The members of BellRing LLC were Post and Old BellRing. During the second quarter of fiscal 2022, Post completed its distribution of 80.1% of its ownership interest in BellRing Brands, Inc. (formerly known as BellRing Distribution, LLC) (“BellRing”) to Post’s shareholders. On March 9, 2022, pursuant to the Transaction Agreement and Plan of Merger, dated as of October 26, 2021 (as amended by Amendment No.1 to the Transaction Agreement and Plan of Merger, dated as of February 28, 2022, the “Transaction Agreement”), by and among Post, Old BellRing, BellRing and BellRing Merger Sub Corporation, a wholly-owned subsidiary of BellRing (“BellRing Merger Sub”), Post contributed its share of Old BellRing Class B common stock, $0.01 par value per share (“Old BellRing Class B Common Stock”), all of its BellRing LLC units and $550.4 of cash to BellRing (collectively, the “Contribution”) in exchange for certain limited liability company interests of BellRing (prior to the conversion of BellRing into a Delaware corporation) and the right to receive $840.0 in aggregate principal amount of BellRing’s 7.00% Senior Notes (as defined in Note 13). On March 10, 2022, BellRing converted into a Delaware corporation and changed its name to “BellRing Brands, Inc.”, and Post distributed an aggregate of 78.1 million, or 80.1%, of its shares of BellRing common stock, $0.01 par value per share (“BellRing Common Stock”) to Post shareholders in a pro-rata distribution (the “Distribution”). Upon completion of the Distribution, BellRing Merger Sub merged with and into Old BellRing (the “Merger”), with Old BellRing continuing as the surviving corporation and becoming a wholly-owned subsidiary of BellRing. Pursuant to the Merger, each outstanding share of Old BellRing Class A Common Stock was converted into one share of BellRing Common Stock and $2.97 in cash, or $115.5 total consideration paid t o Old BellRing Class A common stockholders pursuant to the Merger . As a result of the transactions described above (collectively, the “Spin-off”), BellRing became the new public parent company of, and successor issuer to, Old BellRing, and shares of BellRing Common Stock were deemed to be registered under Section 12(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 12g-3(a) promulgated thereunder. Immediately prior to the Spin-off, Post held 97.5 million BellRing LLC units, equal to 71.5% of the economic interest in BellRing LLC, and one share of Old BellRing Class B Common Stock, which represented 67% of the combined voting power of the common stock of Old BellRing. Immediately following the Spin-off, Post owned 19.4 million shares, or 14.2%, of BellRing Common Stock, which did not represent a controlling interest in BellRing. As a result of the Spin-off, the dual class voting structure in the BellRing business was eliminated. On August 11, 2022, Post transferred 14.8 million shares of its BellRing Common Stock to certain financial institutions in satisfaction of term loan obligations of Post, which reduced Post’s ownership of BellRing Common Stock to 3.4% as of September 30, 2022. In connection with this transaction, BellRing repurchased 0.8 million of the transferred shares from certain of the financial institutions. On November 25, 2022, Post transferred its remaining 4.6 million shares of BellRing Common Stock to certain financial institutions in satisfaction of term loan obligations of Post. In connection with this transaction, BellRing repurchased 0.9 million of the transferred shares from certain of the financial institutions. Post had no ownership of BellRing Common Stock as of September 30, 2023. The Company incurred separation-related expenses of $0.7, $14.5 and $0.2 during the years ended September 30, 2023, 2022 and 2021, respectively, in connection with its separation from Post. These expenses generally included third-party costs for advisory services, fees charged by other service providers and government filing fees and were included in “Selling, general and administrative expenses” in the Consolidated Statements of Operations. The term “Company” generally refers to Old BellRing and its consolidated subsidiaries during the periods prior to the Spin-off and to BellRing and its consolidated subsidiaries during the periods subsequent to the Spin-off, unless otherwise stated or context otherwise indicates. The term “Common Stock” generally refers to Old BellRing Class A Common Stock and Old BellRing Class B Common Stock during the periods prior to the Spin-off and to BellRing Common Stock during the periods subsequent to the Spin-off. The term “Net earnings available to common stockholders” generally refers to net earnings available to Old BellRing Class A common stockholders during the periods prior to the Spin-off and to net earnings available to BellRing common stockholders during the periods subsequent to the Spin-off. The Company is a consumer products holding company operating in the global convenient nutrition category and is a provider of ready-to-drink (“RTD”) protein shakes, other RTD beverages and powders. The Company has a single operating and reportable segment, with its principal products being protein-based consumer goods. The Company’s primary brands are Premier Protein and Dymatize. |
Summary of Significant Accounti
Summary of Significant Accounting Policies (Notes) | 12 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation — Prior to the Spin-off, the financial results of BellRing LLC and its subsidiaries were consolidated with Old BellRing, and a portion of the consolidated net earnings of BellRing LLC was allocated to the redeemable noncontrolling interest (the “NCI”). The calculation of the NCI was based on Post’s ownership percentage of BellRing LLC units during each period prior to the Spin-off and reflected the entitlement of Post to a portion of the consolidated net earnings of BellRing LLC prior to the Spin-off. For the periods subsequent to the Spin-off, any remaining ownership of BellRing by Post no longer represented a NCI to the Company (see Note 6). All intercompany balances and transactions have been eliminated. See Note 5 for further information on transactions with Post included in these financial statements. Certain reclassifications have been made to previously reported financial information to conform to the current year presentation. Use of Estimates and Allocations — The consolidated financial statements of the Company are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”), which require certain elections as to accounting policy, estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent liabilities at the dates of the financial statements and the reported amount of net revenues and expenses during the reporting periods. Significant accounting policy elections, estimates and assumptions include, among others, allowance for trade promotions. Actual results could differ from those estimates. Cash Equivalents — Cash equivalents include all highly liquid investments with original maturities of less than three months. At September 30, 2023 and 2022, the Company had $48.4 and $35.8, respectively, in available cash, of which 3.6% and 20.9%, respectively, was outside of the United States (the “U.S.”). The Company’s intention is to reinvest these funds indefinitely. Receivables — Receivables are reported at net realizable value. This value includes appropriate allowances for credit losses, cash discounts and other amounts which the Company does not ultimately expect to collect. To calculate the allowance for credit losses, the Company estimates uncollectible amounts based on a review of past due balances, historical loss information and an evaluation of customer accounts for potential future losses. A receivable is considered past due if payments have not been received within the agreed upon invoice terms. Receivables are written off against the allowance when deemed to be uncollectible based upon the Company’s evaluation of the customer’s solvency. As of September 30, 2023 and 2022, the Company did not have off-balance sheet credit exposure related to its customers. Inventories — Inventories are generally valued at the lower of cost (determined on a first-in, first-out basis) or net realizable value. Reported amounts have been reduced by an allowance for obsolete product and packaging materials based on a review of inventories on hand compared to estimated future usage and sales. Restructuring Expenses — Restructuring charges principally consist of severance and other employee separation costs. The Company recognizes restructuring obligations and liabilities for exit and disposal activities at fair value in the period the liability is incurred. Employee severance costs are expensed when they become probable and reasonably estimable under established severance plans. Restructuring charges were included in “Selling, general and administrative expenses” in the Consolidated Statements of Operations. The Company incurred restructuring charges of $4.7 during the year ended September 30, 2021. No restructuring charges were incurred during the years ended September 30, 2023 or 2022. Property — Property is recorded at cost, and depreciation expense is generally provided on a straight-line basis over the estimated useful life of the property. Estimated useful lives range from 3 to 10 years for machinery and equipment; 1 to 33 years for buildings, building improvements and leasehold improvements; and 1 to 5 years for software. Total depreciation expense was $1.7, $1.6 and $2.5 in fiscal 2023, 2022 and 2021, respectively. Any gains and losses incurred on the sale or disposal of assets are included in “Other operating income, net” in the Consolidated Statements of Operations. Ordinary repair and maintenance costs are accounted for under the direct expensing method. Property consisted of: September 30, 2023 2022 Land and land improvements $ 0.7 $ 0.7 Buildings and leasehold improvements 5.6 5.4 Machinery and equipment 14.1 12.6 Software 2.4 2.3 Construction in progress 1.2 0.5 24.0 21.5 Accumulated depreciation (15.5) (13.5) Property, net $ 8.5 $ 8.0 As of both September 30, 2023 and 2022, the majority of the Company’s tangible long-lived assets were located in Europe and had a net carrying value of $7.1 and $6.0, respectively; the remainder were located in the U.S. Goodwill — Goodwill represents the excess of the cost of acquired businesses over the fair market value of their identifiable net assets. The Company conducts a goodwill impairment assessment during the fourth quarter of each fiscal year following the annual forecasting process, or more frequently if facts and circumstances indicate that goodwill may be impaired. The goodwill impairment assessment performed may be either qualitative or quantitative; however, if adverse qualitative trends are identified that could negatively impact the fair value of the business, a quantitative goodwill impairment test is performed. The goodwill impairment qualitative assessment requires an analysis to determine if it is more likely than not that the fair value of a reporting unit is less than its carrying amount. The qualitative goodwill impairment test requires an entity to evaluate various events, circumstances and factors, such as macroeconomic conditions, sensitivity of valuation inputs utilized in the Company’s most recent quantitative goodwill impairment test, industry trends and results of operations of the entity, to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. Metrics such as the gross domestic product growth rate and inflation rate, the discount rate and the terminal growth rate utilized in previous quantitative goodwill impairment tests, peer multiples and category trends and actual results compared to forecast are evaluated by management to identify adverse trends that could negatively impact the fair value of the reporting unit. If adverse qualitative trends are identified that could negatively impact the fair value of a reporting unit, a quantitative goodwill impairment test is performed. The quantitative goodwill impairment test requires an entity to compare the fair value of each reporting unit with its carrying amount. The estimated fair value is determined using a combined income and market approach with a greater weighting on the income approach. The income approach is based on discounted future cash flows and requires significant assumptions, including estimates regarding future revenue, profitability, capital requirements and discount rate. The market approach is based on a market multiple (revenue and EBITDA, which stands for earnings before interest, income taxes, depreciation and amortization) and requires an estimate of appropriate multiples based on market data. The Company has two reporting units, which have been identified at a level below the operating segment level; however, only one reporting unit had a goodwill balance as of September 30, 2023, 2022 and 2021. In fiscal 2023, 2022 and 2021, the Company performed a qualitative impairment test and determined there were no indicators, including adverse trends in the business, that would indicate it was more likely than not that the fair value of the reporting unit was less than its carrying amount. The Company last performed a quantitative impairment test in fiscal 2019. The Company did not record a goodwill impairment charge during the years ended September 30, 2023, 2022 or 2021, as the reporting unit with goodwill passed the qualitative impairment test. The components of “Goodwill” on the Consolidated Balance Sheets at both the beginning and end of the years ended September 30, 2023 and 2022 are presented in the following table. Goodwill, gross $ 180.7 Accumulated impairment losses (114.8) Goodwill $ 65.9 Intangible Assets — Intangible assets consist primarily of definite-lived customer relationships, trademarks and brands. Amortization expense related to definite-lived intangible assets, which is provided on a straight-line basis (as it approximates the economic benefit) over the estimated useful lives of the assets, was $26.6, $19.7 and $51.2 in fiscal 2023, 2022 and 2021, respectively. For the definite-lived intangible assets recorded as of September 30, 2023, amortization expense is expected to be $35.0 in fiscal 2024 and $17.0 per year for fiscal 2025 through fiscal 2028. Intangible assets consisted of: September 30, 2023 September 30, 2022 Carrying Accumulated Net Carrying Accumulated Net Customer relationships $ 178.4 $ (97.2) $ 81.2 $ 178.3 $ (84.9) $ 93.4 Trademarks and brands 194.0 (98.4) 95.6 195.1 (85.2) 109.9 Other intangible assets 3.1 (3.1) — 3.1 (3.1) — Intangible assets, net $ 375.5 $ (198.7) $ 176.8 $ 376.5 $ (173.2) $ 203.3 In August 2023, the Company approved a plan to discontinue the PowerBar business in North America . In connection with the discontinuance, the Company updated the useful lives of the customer relationships and trademark associated with the PowerBar business in North America to reflect the remaining period in which the Company expects to sell existing PowerBar product inventory in North America. Accelerated amortization of $7.1 was recorded during the year ended September 30, 2023 resulting from the updated useful lives of the customer relationships and trademark associated with the PowerBar business in North America. The net carrying value of the customer relationships and trademark associated with the PowerBar business in North America were $6.4 and $11.6, respectively, which are expected to be fully amortized by December 31, 2023. In December 2020, the Company finalized its plan to discontinue the Supreme Protein brand and related sales of Supreme Protein products. In connection with the discontinuance, the Company updated the useful lives of the customer relationships and trademark associated with the Supreme Protein brand to reflect the remaining period in which the Company continued to sell existing Supreme Protein product inventory. Accelerated amortization of $29.9 was recorded during the year ended September 30, 2021 resulting from the updated useful lives of the customer relationships and trademark associated with the Supreme Protein brand, which were fully amortized and written off as of September 30, 2021. Recoverability of Assets — The Company continually evaluates whether events or circumstances have occurred which might impair the recoverability of the carrying value of its assets, including property, identifiable intangibles, goodwill and right-of-use (“ROU”) assets. Definite-lived assets (groups) are tested for recoverability whenever events or changes in circumstances indicate that the carrying amount of an asset (group) may not be recoverable or the estimated useful life is no longer appropriate. The Company groups assets at the lowest level for which cash flows are separately identifiable. If circumstances require that a definite-lived asset (group) be tested for possible impairment, the Company will compare the undiscounted cash flows expected to be generated by the asset (group) to the carrying amount of the asset (group). If the carrying amount of the asset (group) is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount of the asset (group) exceeds its fair value. There were no impairments recorded on the Company’s definite-lived assets (groups) in fiscal 2023, 2022 or 2021. Derivative Financial Instruments — In the ordinary course of business, the Company is exposed to commodity price risks relating to the purchase of raw materials and supplies, interest rate risks relating to variable rate debt and foreign currency exchange rate risks. The Company may utilize derivative instruments, including futures contracts, option contracts and swaps to manage certain of these exposures by hedging when it is practical to do so. The Company does not hold or issue financial instruments for speculative or trading purposes. The Company’s derivative programs may include strategies that qualify and strategies that do not qualify for hedge accounting treatment. To qualify for hedge accounting, the hedging relationship, both at inception of the hedge and on an ongoing basis, is expected to be highly effective in achieving offsetting changes in the fair value of the hedged risk during the period that the hedge is designated. All derivatives are recognized on the balance sheet at fair value. For derivatives that qualify for hedge accounting, the derivative is designated as a hedge on the date in which the derivative contract is entered. Derivatives could be designated as a hedge of the variability of cash flows to be received or paid related to a recognized asset or liability (cash flow hedge). Derivatives may also be considered natural hedging instruments, where changes in their fair values act as economic offsets to changes in fair values of the underlying hedged items and are not designated for hedge accounting. The Company does not have any derivatives currently designated as hedging instruments under Accounting Standards Codification (“ASC”) Topic 815, “Derivatives and Hedging.” For previous cash flow hedges that were designated for hedge accounting, gains and losses were recorded in other comprehensive income (“OCI”) and were reclassified to the Consolidated Statements of Operations in conjunction with the recognition of the underlying hedged item. Changes in the fair value of derivatives that are not designated for hedge accounting are recognized immediately in the Consolidated Statements of Operations. Cash flows from derivatives that were designated as hedges and cash flows from derivatives that are not designated as hedges are classified in the same category on the Consolidated Statements of Cash Flows as the items being hedged or on a basis consistent with the nature of the instruments. The Company held no material derivative financial instruments as of September 30, 2023 or 2022. Leases — The Company leases office space, certain warehouses and equipment primarily through operating lease agreements. The Company has no material finance lease agreements. The Company determines if an arrangement is a lease at its inception. When the arrangements include lease and non-lease components, the Company accounts for them as a single lease component. Leases with an initial term of less than 12 months are not reported on the balance sheet, but rather are recognized as lease expense on a straight-line basis over the lease term. Arrangements may include options to extend or terminate the lease arrangement. These options are included in the lease term used to establish ROU assets and lease liabilities when it is reasonably certain they will be exercised. The Company will reassess expected lease terms based on changes in circumstances that indicate options may be more or less likely to be exercised. The Company has certain lease arrangements that include variable rental payments. The future variability of these payments and adjustments are unknown and therefore are not included in minimum rental payments used to determine ROU assets and lease liabilities. The Company has lease arrangements where it makes separate payments to the lessor based on the lessor's common area maintenance expenses, property and casualty insurance costs, property taxes assessed on the property and other variable expenses. As the Company has elected the practical expedient not to separate lease and non-lease components, these variable amounts are captured in operating lease expense in the period in which they are incurred. Variable rental payments are recognized in the period in which the associated obligation is incurred. For lease arrangements that do not provide an implicit interest rate, an incremental borrowing rate (“IBR”) is applied in determining the present value of future payments. The Company’s IBR is selected based upon information available at the lease commencement date. ROU assets are recorded as “Other assets,” and lease liabilities are recorded as “Other current liabilities” and “Other liabilities” on the Consolidated Balance Sheets. Operating lease expense is recognized on a straight-line basis over the lease term and is included in “Selling, general and administrative expenses” in the Consolidated Statements of Operations. Costs associated with finance leases and lease income do not have a material impact on the Company’s financial statements. Revenue — The Company recognizes revenue when performance obligations have been satisfied by transferring control of the goods to customers. Control is generally transferred upon delivery of the goods to the customer. At the time of delivery, the customer is invoiced using previously agreed-upon credit terms. Shipping and/or handling costs that occur before the customer obtains control of the goods are deemed fulfillment activities and are accounted for as fulfillment costs. The Company’s contracts with customers generally contain one performance obligation. Many of the Company’s contracts with customers include some form of variable or fixed consideration. The most common forms of variable and fixed consideration are trade promotions, rebates and discount programs. As of September 30, 2023 and 2022, these programs resulted in an allowance for trade promotions of $15.8 and $12.6, respectively, which were recorded as a reduction of “Receivables, net” on the Consolidated Balance Sheets. Variable consideration is treated as a reduction of revenue at the time product revenue is recognized. Methodologies for determining these provisions are dependent on specific customer pricing and promotional practices, which range from contractually fixed percentage price reductions to reimbursement based on actual occurrence or performance. The Company does not believe that there will be significant changes to its estimates of variable consideration when any uncertainties are resolved with customers. The Company reviews and updates estimates of variable consideration each period. Uncertainties related to the estimates of variable consideration are resolved in a short time frame and do not require any additional constraint on variable consideration. The majority of trade promotions are redeemed in the form of invoice credits against trade receivables. The Company’s products are sold with no right of return, except in the case of goods which do not meet product specifications or are damaged. No services beyond this assurance-type warranty are provided to customers. Customer remedies include either a cash refund or an exchange of the product. As a result, the right of return and related refund liability is estimated and recorded as a reduction of revenue based on historical sales return experience. Cost of Goods Sold — Cost of goods sold includes, among other things, inbound and outbound freight costs and depreciation expense related to assets used in production, while storage and other warehousing costs are included in “Selling, general and administrative expenses” in the Consolidated Statements of Operations. Storage and other warehousing costs totaled $20.1, $16.6 and $17.0 in fiscal 2023, 2022 and 2021, respectively. Advertising — Advertising costs are expensed as incurred, except for costs of producing media advertising such as television commercials or magazine and online advertisements, which are deferred until the first time the advertising takes place and amortized over the period the advertising runs. The amounts reported as assets on the Consolidated Balance Sheets as “Prepaid expenses and other current assets” were immaterial as of both September 30, 2023 and 2022. Stock-based Compensation — The Company recognizes the cost of employee services received in exchange for awards of equity instruments based on the grant-date fair value of the equity award. The cost for an equity award is recognized ratably over the period during which an employee is required to provide service in exchange for the award — the requisite service period (usually the vesting period). Any forfeitures of stock-based awards are recorded as they occur. See Note 15 for disclosures related to stock-based compensation. Income Tax Expense — Income tax expense is estimated based on income taxes in each jurisdiction and includes the effects of both current tax exposures and the temporary differences resulting from differing treatment of items for tax and financial reporting purposes. These temporary differences result in deferred tax assets and liabilities. A valuation allowance is established against the related deferred tax assets to the extent that it is not “more likely than not” that the future benefits will be realized. Reserves are recorded for estimated exposures associated with the Company’s tax filing positions, which are subject to periodic audits by governmental taxing authorities. Interest incurred due to an underpayment of income taxes is classified as income tax expense. |
Recently Issued and Adopted Acc
Recently Issued and Adopted Accounting Standards (Notes) | 12 Months Ended |
Sep. 30, 2023 | |
Accounting Standards Update and Change in Accounting Principle [Abstract] | |
Recently issued and adopted accounting standards | RECENTLY ISSUED AND ADOPTED ACCOUNTING STANDARDS The Company has considered all new accounting pronouncements and has concluded there are no new pronouncements that had or will have a material impact on the Company’s results of operations, comprehensive income, financial condition, cash flows, stockholders’ equity or disclosures based on current information . |
Revenue (Notes)
Revenue (Notes) | 12 Months Ended |
Sep. 30, 2023 | |
Revenues [Abstract] | |
Revenue | REVENUE The following table presents net sales by product. Year Ended September 30, 2023 2022 2021 Shakes and other beverages $ 1,327.0 $ 1,084.0 $ 1,014.2 Powders 289.7 242.2 178.6 Other 50.1 45.3 54.3 Net Sales $ 1,666.8 $ 1,371.5 $ 1,247.1 The Company’s revenues were primarily generated by sales within the U.S.; foreign sales were 10.5%, 11.3% and 11.7% of total fiscal 2023, 2022 and 2021 net sales, respectively. The largest concentration of foreign sales in fiscal 2023 and 2022 was within Canada, which accounted for 40.8% and 35.4% of total foreign sales, respectively. The largest concentration of foreign sales in fiscal 2021 was within Europe (with no individual countries within Europe accounting for a significant portion of total foreign sales), which accounted for 34.1% of total foreign net sales. Sales are attributed to individual countries based on the address to which the product is shipped. Three customers individually accounted for more than 10% of total net sales in the year ended September 30, 2023 and two customers individually accounted for more than 10% of total net sales in each of the years ended September 30, 2022 and 2021. One customer accounted for 33.9%, 31.9% and 31.5% of total net sales in the years ended September 30, 2023, 2022 and 2021, respectively. A second customer accounted for 30.0%, 31.6% and 33.8% of total net sales in the years ended September 30, 2023, 2022 and 2021, respectively. A third customer accounted for 11.4% of total net sales in the year ended September 30, 2023 but did not account for more than 10% of total net sales in the years ended September 30, 2022 or 2021. |
Related Party Transactions (Not
Related Party Transactions (Notes) | 12 Months Ended |
Sep. 30, 2023 | |
Related Party Transactions [Abstract] | |
Related party transactions | RELATED PARTY TRANSACTIONS Both prior to and subsequent to the Spin-off, transactions with Post were considered related party transactions as certain of the Company’s directors continue to serve as officers or directors of Post. The Company has a series of agreements with Post which are intended to govern the ongoing relationship between the Company and Post. Prior to the Spin-off, these agreements included the amended and restated limited liability company agreement of BellRing LLC (the “BellRing LLC Agreement”), an employee matters agreement, an investor rights agreement, a tax matters agreement, a tax receivable agreement and a master service agreement, among others. In connection with the Spin-off, the Company and Post amended and restated the master services agreement (the “MSA”) and the employee matters agreement and entered into a new tax matters agreement (the “Tax Matters Agreement”). The previous investor rights agreement between the Company and Post was terminated, and the Company and Post entered into a new registration rights agreement. Additionally, the Company entered into a Co-Packing Agreement (as defined below) with a wholly-owned subsidiary of Post in fiscal 2022. The MSA and other related party transactions The Company uses certain functions and services performed by Post under the MSA. These functions and services include finance, internal audit, treasury, information technology support, insurance and tax matters, the use of office and/or data center space, payroll processing services and tax compliance services. Prior to the Spin-off, Post also provided legal services to the Company. The MSA was amended and restated upon completion of the Spin-off to provide for similar services following the Spin-off and such other services as BellRing and Post may agree. The MSA was further amended on August 4, 2023 to modify the scope and pricing, and extended the term of certain services provided under it, none of which modifications are expected to materially increase the aggregate fees payable under the MSA. During the years ended September 30, 2023, 2022 and 2021, MSA fees were $4.0, $4.6 and $2.2, respectively. MSA fees were reported in “Selling, general and administrative expenses” in the Consolidated Statements of Operations. The Company sells certain products to, purchases certain products from and licenses certain intellectual property to and from Post and its subsidiaries based upon prices governed by agreements between the Company and Post and its subsidiaries, consistent with prices of similar arm's-length transactions. During each of the years ended September 30, 2023, 2022 and 2021, net sales to, purchases from and royalties paid to and received from Post and its subsidiaries were immaterial. The Company had immaterial receivables, payables and other current liabilities with Post at both September 30, 2023 and 2022 related to sales, royalty income, purchases, MSA fees and royalty expense with Post and its subsidiaries. Co-Packaging Agreement On September 30, 2022, Premier Nutrition Company, LLC (“Premier Nutrition”), a subsidiary of the Company, entered into a co-packing agreement with Comet Processing, Inc. (“Comet”), a wholly-owned subsidiary of Post (the “Co-Packing Agreement”). Under the Co-Packing Agreement, Comet will manufacture for Premier Nutrition, and Premier Nutrition will purchase from Comet, certain RTD shakes. During the year ended September 30, 2023, Premier Nutrition incurred $2.5 related to reimbursable start-up costs pursuant to the Co-Packing Agreement. As of September 30, 2023, these costs had not yet been paid and were included in “Accounts payable” on the Consolidated Balance Sheets. There were no purchases of RTD shakes from Comet during the year ended September 30, 2023. Tax Agreements Prior to the Spin-off, BellRing LLC made payments to Post related to quarterly tax distributions and state corporate tax withholdings made pursuant to the terms of the BellRing LLC Agreement. During the years ended September 30, 2022 and 2021, BellRing LLC paid $3.2 and $20.4, respectively, to Post related to quarterly tax distributions and zero and $4.2, respectively, for state corporate tax withholdings on behalf of Post. In connection with and upon completion of the Spin-off, the Company entered into the Tax Matters Agreement by and among Post, BellRing and Old BellRing. The Tax Matters Agreement (i) governs the parties’ respective rights, responsibilities and obligations with respect to taxes, including taxes arising in the ordinary course of business and taxes, if any, that may be incurred if the Distribution fails to qualify for its intended tax treatment, (ii) addresses U.S. federal, state, local and non-U.S. tax matters and (iii) sets forth the respective obligations of the parties with respect to the filing of tax returns, the administration of tax contests and assistance and cooperation on tax matters. Pursuant to the Tax Matters Agreement, BellRing is expected to indemnify Post for (i) all taxes for which BellRing is responsible (as described in the Tax Matters Agreement) and (ii) all taxes incurred by reason of certain actions or events, or by reason of any breach by BellRing or any of its subsidiaries of any of their respective representations, warranties or covenants under the Tax Matters Agreement that, in each case, affect the intended tax-free treatment of the Spin-off. Additionally, Post is expected to indemnify BellRing for the (i) taxes for which Post is responsible (as described in the Tax Matters Agreement) and (ii) taxes attributable to a failure of the Spin-off to qualify as tax-free, to the extent incurred by any action or failure to take any action within the control of Post. There were no amounts incurred by BellRing or Post under the Tax Matters Agreement during the years ended September 30, 2023 or 2022. Stock Based Compensation Prior to the IPO, the Company’s employees participated in various Post long-term incentive plans which issued awards connected to Post common stock (“Post Equity Awards”). Subsequent to the IPO, BellRing employees were no longer eligible to receive new issuances of Post Equity Awards; however, BellRing employees continued to vest in any issued and outstanding Post Equity Awards, pursuant to the terms of the awards, and the Company incurred pass-through charges from Post relating to these awards. During each of the years ended September 30, 2023, 2022 and 2021, total compensation cost related to the Post Equity Awards recognized by the Company was immaterial, and all Post Equity Awards had vested as of September 30, 2023. |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interest (Notes) | 12 Months Ended |
Sep. 30, 2023 | |
Redeemable Noncontrolling Interest, Equity, Carrying Amount [Abstract] | |
Redeemable noncontrolling interest disclosure | REDEEMABLE NONCONTROLLING INTEREST Immediately prior to the Spin-off, Post held 97.5 million BellRing LLC units equal to 71.5% of the economic interest in BellRing LLC. Prior to the Spin-off, Post had the right to redeem BellRing LLC units for, at BellRing LLC’s option (as determined by its Board of Managers), (i) shares of Old BellRing Class A Common Stock, at an initial redemption rate of one share of Old BellRing Class A Common Stock for one BellRing LLC unit, subject to customary redemption rate adjustments for stock splits, stock dividends and reclassification or (ii) cash (based on the market price of the shares of Old BellRing Class A Common Stock). Post’s ownership of BellRing LLC units prior to the Spin-off represented a NCI to the Company, which was classified outside of permanent stockholders’ equity as the BellRing LLC units were redeemable at the option of Post, through Post’s ownership of Old BellRing Class B Common Stock (see Note 1). The carrying amount of the NCI was the greater of: (i) the initial carrying amount, increased or decreased for the NCI’s share of net income or loss, other comprehensive income or loss and distributions or dividends or (ii) the redemption value. Changes in the redemption value of the NCI were recorded to “Additional paid-in capital”, to the extent available, and “Accumulated deficit” on the Consolidated Balance Sheets. Immediately prior to the Spin-off, Old BellRing owned 28.5% of the outstanding BellRing LLC units. Prior to the Spin-off, the financial results of BellRing LLC and its subsidiaries were consolidated with Old BellRing, and the portion of the consolidated net earnings of BellRing LLC to which Post was entitled was allocated to the NCI during each period. Immediately following the Spin-off, Post owned 14.2% of the BellRing Common Stock, which did not represent a controlling interest in the Company. As a result of the Spin-off, the carrying amount of the NCI was reduced to zero immediately following the Spin-off. The following table summarizes the changes to the Company’s NCI prior to the Spin-off. There were no changes to the Company’s NCI for the year ended September 30, 2023 as the carrying amount of the NCI was reduced to zero immediately following the Spin-off. As of and for the Year Ended September 30, 2022 2021 Beginning of year $ 2,997.3 $ 2,021.6 Net earnings attributable to NCI 33.7 86.8 Net change in hedges, net of tax 5.1 1.6 Foreign currency translation adjustments (0.5) (0.2) Redemption value adjustment to NCI (370.5) 887.5 Impact of Spin-off (2,665.1) — End of year $ — $ 2,997.3 The following table summarizes the effects of changes in NCI on the Company’s equity prior to the Spin-off. There were no transfers to or from NCI for the year ended September 30, 2023 as the carrying amount of the NCI was reduced to zero immediately following the Spin-off. As of and for the 2022 2021 Net earnings available to common stockholders $ 82.3 $ 27.6 Transfers (from) to NCI: Changes in equity as a result of redemption value adjustment to NCI (370.5) 887.5 Increase in equity as a result of the Spin-off (2,665.1) — Changes from net earnings available to common stockholders and transfers (from) to NCI $ (2,953.3) $ 915.1 |
Income Taxes (Notes)
Income Taxes (Notes) | 12 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income taxes | INCOME TAXES Prior to the Spin-off, Old BellRing held an economic interest in BellRing LLC (see Note 1) which, as a result of the IPO and formation transactions, was treated as a partnership for U.S. federal income tax purposes. As a partnership, BellRing LLC was itself generally not subject to U.S. federal income tax under current U.S. tax laws. Generally, items of taxable income, gain, loss and deduction of BellRing LLC were passed through to its members, Old BellRing and Post. Old BellRing was responsible for its share of taxable income or loss of BellRing LLC allocated to it in accordance with the BellRing LLC Agreement and partnership tax rules and regulations. Subsequent to the Spin-off, the Company reported 100% of the income, gain, loss and deduction of BellRing LLC for U.S. federal, state and local income tax purposes. The expense (benefit) for income taxes consisted of the following: Year Ended September 30, 2023 2022 2021 Current: Federal $ 49.1 $ 28.0 $ 9.2 State 10.9 5.2 1.7 Foreign 0.9 0.4 (0.6) 60.9 33.6 10.3 Deferred: Federal (4.9) (3.4) (1.3) State (1.1) (0.6) (0.2) Foreign — — — (6.0) (4.0) (1.5) Income tax expense $ 54.9 $ 29.6 $ 8.8 The effective income tax rate for fiscal 2023 was 24.9% compared to 20.3% for fiscal 2022 and 7.1% for fiscal 2021. The increase in the effective income tax rate compared to fiscal 2022 and 2021 was primarily due to the change in tax expense allocation related to the Spin-off. After the Spin-off, the Company reported 100% of the income, gain, loss and deduction of BellRing LLC for U.S. federal, state, and local income tax purposes, whereas, prior to the Spin-off in the second quarter of fiscal 2022, the Company reported Old BellRing’s share of such activity. This increase was partially offset by higher separation-related expenses incurred in connection with the Spin-off in fiscal 2022 that were treated as non-deductible. The following table presents the reconciliation of income tax expense with amounts computed at the federal statutory tax rate. Year Ended September 30, 2023 2022 2021 Computed tax at federal statutory rate (21%) $ 46.3 $ 30.6 $ 25.9 Income tax expense attributable to NCI — (7.6) (19.5) State income taxes, net of effect on federal tax 8.4 4.7 4.0 Transaction costs — 2.0 — Other, net (none in excess of 5% of computed tax) 0.2 (0.1) (1.6) Income tax expense $ 54.9 $ 29.6 $ 8.8 Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Deferred tax non-current assets (liabilities) were as follows: September 30, 2023 September 30, 2022 Assets Liabilities Net Assets Liabilities Net Stock-based compensation awards $ 2.2 $ — $ 2.2 $ 1.6 $ — $ 1.6 Accrued vacation, incentive and severance 3.1 — 3.1 2.6 — 2.6 Inventory 4.4 — 4.4 4.1 — 4.1 Accrued liabilities 6.0 — 6.0 4.7 — 4.7 ROU assets — (1.4) (1.4) — (1.7) (1.7) Lease liabilities 1.4 — 1.4 1.7 — 1.7 Property — (0.3) (0.3) — (0.4) (0.4) Intangible assets — (13.9) (13.9) — (14.8) (14.8) Capitalized research and development 2.3 — 2.3 — — — Total deferred income taxes $ 19.4 $ (15.6) $ 3.8 $ 14.7 $ (16.9) $ (2.2) No provision has been made for income taxes on undistributed earnings of consolidated foreign subsidiaries of $2.8 and $1.7 at September 30, 2023 and 2022, respectively, as it is the Company’s intention to indefinitely reinvest undistributed earnings of its foreign subsidiaries. It is not practicable to estimate the additional income taxes and applicable foreign withholdings that would be payable on the remittance of such undistributed earnings. For fiscal 2023, 2022 and 2021, foreign income (loss) before income taxes was $2.0, $1.1 and $(1.9), respectively. Unrecognized Tax Benefits The Company recognizes the tax benefit from uncertain tax positions only if it is “more likely than not” that the tax position will be sustained on examination by the taxing authorities. The tax benefits recognized from such positions are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. To the extent the Company’s assessment of such tax positions changes, the change in estimate will be recorded in the period in which the determination is made. At both September 30, 2023 and 2022, the Company had net unrecognized tax benefits of $1.5. There was no unrecognized tax benefits activity during the years ended September 30, 2023, 2022 or 2021. The amount of the net unrecognized tax benefits that, if recognized, would directly affect the effective tax rate was $1.5 at September 30, 2023. No material changes to unrecognized tax benefits at September 30, 2023 are expected to be recognized within the next twelve months. The Company computes tax-related interest and penalties as the difference between the tax position recognized for financial reporting purposes and the amount previously taken on the Company’s tax returns and classifies these amounts as components of income tax (benefit) expense. During each of the years ended September 30, 2023, 2022 and 2021, expenses recorded related to interest and penalties were immaterial, and the Company had immaterial interest and penalty accruals at both September 30, 2023 and 2022. U.S. federal, U.S. state and German income tax returns for the tax years ended September 30, 2020 through September 30, 2022 are generally open and subject to examination by the tax authorities in each respective jurisdiction. |
Earnings Per Share (Notes)
Earnings Per Share (Notes) | 12 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Earnings per share | EARNINGS PER SHARE Prior to the Spin-off, basic earnings per share was based on the average number of shares of Old BellRing Class A Common Stock outstanding during the year. Diluted earnings per share was based on the average number of shares of Old BellRing Class A Common Stock used for the basic earnings per share calculation, adjusted for the dilutive effect of stock options and restricted stock units using the “treasury stock” method. In addition, “Net earnings available to common stockholders for diluted earnings per share” in the table below was adjusted for diluted net earnings per share of Old BellRing Class A Common Stock attributable to NCI, to the extent it was dilutive. Subsequent to the Spin-off, basic earnings per share is based on the average number of shares of BellRing Common Stock outstanding during the year. Diluted earnings per share is based on the average number of shares of BellRing Common Stock used for the basic earnings per share calculation, adjusted for the dilutive effect of stock options and restricted stock units using the “treasury stock” method. Prior to the Spin-off, the share of Old BellRing Class B Common Stock did not have economic rights, including rights to dividends or distributions upon liquidation, and was therefore not a participating security. Subsequent to the Spin-off, the share of Old BellRing Class B Common Stock was no longer outstanding. As such, separate presentation of basic and diluted earnings per share of Old BellRing Class B Common Stock under the two-class method has not been presented for any years. The following table sets forth the computation of basic and diluted earnings per share. Year Ended September 30, 2023 2022 2021 Net earnings available to common stockholders for basic earnings per share $ 165.5 $ 82.3 $ 27.6 Dilutive impact of net earnings attributable to NCI — — 0.2 Net earnings available to common stockholders for diluted earnings per share $ 165.5 $ 82.3 $ 27.8 shares in millions Weighted-average shares for basic earnings per share 133.0 93.5 39.5 Effect of dilutive securities: Stock options 0.1 0.1 — Restricted stock units 0.3 0.2 0.2 Performance-based restricted stock units 0.7 — — Weighted-average shares for diluted earnings per share 134.1 93.8 39.7 Basic earnings per share of Common Stock $ 1.24 $ 0.88 $ 0.70 Diluted earnings per share of Common Stock $ 1.23 $ 0.88 $ 0.70 The following table details the securities that have been excluded from the calculation of weighted-average shares for diluted earnings per share as they were anti-dilutive. Year Ended September 30, shares in millions 2023 2022 2021 Stock options — — 0.2 Restricted stock units 0.1 0.1 — Performance-based restricted stock units 0.1 0.1 — |
Supplemental Operations and Cas
Supplemental Operations and Cash Flow Information (Notes) | 12 Months Ended |
Sep. 30, 2023 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Operations Statement and Cash Flow Information | SUPPLEMENTAL OPERATIONS STATEMENT AND CASH FLOW INFORMATION Year Ended September 30, 2023 2022 2021 Advertising expenses $ 40.9 $ 22.6 $ 39.1 Research and development expenses 12.0 11.4 11.2 Interest paid 66.6 45.0 35.7 Income taxes paid (a) 60.9 34.6 12.0 (a) Subsequent to the Spin-off, the Company reported 100% of the income, gain, loss and deduction of BellRing LLC. See Note 7 for additional information on the Company’s income taxes. |
Supplemental Balance Sheet Info
Supplemental Balance Sheet Information (Notes) | 12 Months Ended |
Sep. 30, 2023 | |
Supplemental Balance Sheet Information [Abstract] | |
Supplemental Balance Sheet Disclosures | SUPPLEMENTAL BALANCE SHEET INFORMATION September 30, 2023 2022 Receivables, net Trade $ 147.3 $ 151.7 Other 21.2 21.8 168.5 173.5 Allowance for credit losses (0.3) (0.2) $ 168.2 $ 173.3 Inventories Raw materials and supplies $ 60.4 $ 58.3 Work in process 0.1 0.1 Finished products 133.8 141.4 $ 194.3 $ 199.8 Accounts Payable Trade $ 85.0 $ 91.4 Other 4.0 2.4 $ 89.0 $ 93.8 Other Current Liabilities Accrued legal matters $ 21.0 $ 16.0 Accrued compensation 14.8 13.5 Advertising and promotion 5.4 4.8 Other 20.0 15.4 $ 61.2 $ 49.7 |
Leases (Notes)
Leases (Notes) | 12 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Lessee, operating leases | LEASESThe Company leases office space, certain warehouses and equipment primarily through operating lease agreements. The Company has no material finance lease agreements. Leases have remaining terms which range from less than 1 year to 10 years and most leases provide the Company with the option to exercise one or more renewal terms. The following table presents the balance sheet location of the Company’s operating leases. September 30, 2023 2022 ROU assets: Other assets $ 7.4 $ 7.5 Lease liabilities: Other current liabilities $ 2.1 $ 1.9 Other liabilities 6.1 6.6 Total liabilities $ 8.2 $ 8.5 Future minimum payments of the Company’s operating lease liabilities as of September 30, 2023 are presented in the following table. Fiscal 2024 $ 2.4 Fiscal 2025 2.3 Fiscal 2026 2.3 Fiscal 2027 0.9 Fiscal 2028 0.2 Thereafter 1.0 Total future minimum payments 9.1 Less: Implied interest (0.9) Total lease liabilities $ 8.2 The following table presents supplemental information related to the Company’s operating leases. Year Ended September 30, 2023 2022 2021 Total operating lease expense $3.1 $3.8 $3.7 Variable lease expense 0.9 0.9 0.7 Weighted-average remaining lease term 4 years 4 years 5 years Weighted-average incremental borrowing rate 4.8% 4.6% 4.3% Operating cash flows for amounts included in the measurement of the Company’s operating lease liabilities for the years ended September 30, 2023, 2022 and 2021 were $2.4, $2.2 and $3.0, respectively. Short-term lease expense for the years ended September 30, 2023, 2022 and 2021 was immaterial. ROU assets obtained in exchange for operating lease liabilities during the years ended September 30, 2023, 2022 and 2021 were immaterial. |
Fair Value Measurements (Notes)
Fair Value Measurements (Notes) | 12 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair value measurements | FAIR VALUE MEASUREMENTS The Company’s financial assets and liabilities include cash and cash equivalents, receivables and accounts payable for which the carrying value approximates fair value due to their short maturities (less than 12 months). The Company does not record its current portion of long-term debt and long-term debt at fair value on the Consolidated Balance Sheets. The fair value of any outstanding borrowings under the Revolving Credit Facility (as defined in Note 13) as of September 30, 2023 and 2022 approximated its carrying value. Based on market rates, the fair value (Level 2) of the Company’s debt, excluding any borrowings under the Revolving Credit Facility, was $830.0 and $767.4 as of September 30, 2023 and 2022, respectively. Certain assets and liabilities, including property, goodwill and other intangible assets, are measured at fair value on a non-recurring basis. No impairment charges were recorded for property, goodwill or other intangible assets during the years ended September 30, 2023, 2022 or 2021. |
Long-Term Debt (Notes)
Long-Term Debt (Notes) | 12 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Long-term debt | LONG-TERM DEBT The components of “Long-term debt” on the Consolidated Balance Sheets are presented in the following table. September 30, 2023 2022 7.00% Senior Notes maturing in March 2030 $ 840.0 $ 840.0 Revolving Credit Facility 25.0 99.0 Total principal amount of debt 865.0 939.0 Less: Debt issuance costs, net 8.2 9.5 Long-term debt $ 856.8 $ 929.5 Senior Notes On March 10, 2022, pursuant to the Transaction Agreement, the Company issued $840.0 aggregate principal amount of 7.00% senior notes maturing in March 2030 (the “7.00% Senior Notes”) to Post as partial consideration for the Contribution in connection with the Distribution. Post subsequently delivered the 7.00% Senior Notes to certain financial institutions in satisfaction of term loan obligations of Post in an equal principal amount. The 7.00% Senior Notes were issued at par, and the Company incurred debt issuance costs of $10.2, which were deferred and are being amortized to interest expense over the term of the 7.00% Senior Notes. Interest payments are due semi-annually each March 15 and September 15, and began on September 15, 2022. The 7.00% Senior Notes are senior unsecured obligations of BellRing and are guaranteed by BellRing’s existing and subsequently acquired or organized direct and indirect wholly-owned domestic subsidiaries (other than immaterial subsidiaries, certain excluded subsidiaries and subsidiaries the Company designates as unrestricted subsidiaries). The maturity date of the 7.00% Senior Notes is March 15, 2030. Credit Agreement On March 10, 2022, pursuant to the Transaction Agreement, the Company entered into a credit agreement (as amended, the “Credit Agreement”), which provides for a revolving credit facility in an aggregate principal amount of $250.0 (the “Revolving Credit Facility”), with commitments made available to the Company in U.S. Dollars, Euros and United Kingdom (“U.K.”) Pounds Sterling. Letters of credit are available under the Credit Agreement in an aggregate amount of up to $20.0. Any outstanding amounts under the Credit Agreement must be repaid on or before March 10, 2027. Borrowings under the Revolving Credit Facility bear interest at an annual rate equal to: (i) in the case of loans denominated in U.S. Dollars, at the Company’s option, the base rate (as defined in the Credit Agreement) plus a margin which will range from 2.00% to 2.75% depending on the Company’s secured net leverage ratio (as defined in the Credit Agreement), or the adjusted term SOFR rate (as defined in the Credit Agreement) for the applicable interest period plus a margin which will range from 3.00% to 3.75% depending on the Company’s secured net leverage ratio; (ii) in the case of loans denominated in Euros, the adjusted Eurodollar rate (as defined in the Credit Agreement) for the applicable interest period plus a margin which will range from 3.00% to 3.75% depending on the Company’s secured net leverage ratio; and (iii) in the case of loans denominated in U.K. Pounds Sterling, the adjusted daily simple RFR (as defined in the Credit Agreement) plus a margin which will range from 3.00% to 3.75% depending on the Company’s secured net leverage ratio. Facility fees on the daily unused amount of commitments under the Revolving Credit Facility will accrue at rates ranging from 0.25% to 0.375% per annum, depending on the Company’s secured net leverage ratio. The Company incurred $1.5 of financing fees in connection with the Revolving Credit Facility, which were deferred and are being amortized to interest expense over the term of the Revolving Credit Facility. During the years ended September 30, 2023 and 2022, the Company borrowed $115.0 and $164.0 under the Revolving Credit Facility, respectively, and repaid $189.0 and $65.0 under the Revolving Credit Facility, respectively. The interest rate on the utilized portion of the Revolving Credit Facility was 8.42% as of September 30, 2023 and ranged from 5.95% to 8.25% as of September 30, 2022. The available borrowing capacity under the Revolving Credit Facility was $225.0 and $151.0 as of September 30, 2023 and 2022, respectively . There were no outstanding letters of credit as of September 30, 2023 or 2022. Under the terms of the Credit Agreement, BellRing is required to maintain a total net leverage ratio (as defined in the Credit Agreement) not to exceed 6.00:1.00, measured as of the last day of each fiscal quarter. The total net leverage ratio of the Company did not exceed this threshold as of September 30, 2023 . The Credit Agreement provides for potential incremental revolving and term facilities at the Company’s request and at the discretion of the lenders or other persons providing such incremental facilities, in each case on terms to be determined, and also permits the Company to incur other secured or unsecured debt, in all cases subject to conditions and limitations as specified in the Credit Agreement. Furthermore, the Credit Agreement provides for customary events of default. Upon the occurrence and during the continuance of an event of default, the maturity of the loans under the Credit Agreement may accelerate and the administrative agent and lenders under the Credit Agreement may exercise other rights and remedies available at law or under the loan documents, including with respect to the collateral securing, and guarantees of, the Company’s obligations under the Credit Agreement. The Company’s obligations under the Credit Agreement are unconditionally guaranteed by its existing and subsequently acquired or organized direct and indirect subsidiaries (other than immaterial subsidiaries, certain excluded subsidiaries and subsidiaries the Company designates as unrestricted subsidiaries) and are secured by security interests in substantially all of the Company’s assets and the assets of its subsidiary guarantors, but excluding, in each case, real property. Old Credit Agreement On October 21, 2019, BellRing LLC entered into a credit agreement (as subsequently amended, the “Old Credit Agreement”) which provided for a term B loan facility in an aggregate original principal amount of $700.0 (the “Term B Facility”) and a revolving credit facility in an aggregate principal amount of up to $200.0 (the “Old Revolving Credit Facility”), with the commitments under the Old Revolving Credit Facility to be made available to BellRing LLC in U.S. Dollars, Euros and U.K. Pounds Sterling. Letters of credit were available under the Old Credit Agreement in an aggregate amount of up to $20.0. On February 26, 2021, BellRing LLC entered into a second amendment to the Old Credit Agreement (the “Amendment”). In connection with the Amendment, BellRing LLC paid debt refinancing fees of $1.6 in the year ended September 30, 2021, which were included in “Loss on extinguishment and refinancing of debt, net” in the Consolidated Statements of Operations. On March 10, 2022, with certain of the proceeds from the transactions related to the Spin-off, BellRing LLC repaid the aggregate outstanding principal balance of $519.8 on its Term B Facility and terminated all obligations and commitments under the Old Credit Agreement. The Company recorded a loss of $17.6 in the year ended September 30, 2022, which was included in “ Loss on extinguishment and refinancing of debt, net ” in the Consolidated Statements of Operations. This loss included (i) a $6.9 write-off of unamortized discounts and debt extinguishment fees, (ii) a $6.1 write-off of unamortized net hedging losses recorded within accumulated OCI related to the Term B Facility and (iii) a $4.6 w rite-off of debt issuance costs and deferred financing fees. Following the termination of the Old Credit Agreement, BellRing LLC and the guarantors had no further obligations under the Old Credit Agreement and the related guarantees other than customary indemnification obligations which continue. The Term B Facility required quarterly scheduled amortization payments of $8.75 which began on March 31, 2020. Interest was paid on each Interest Payment Date (as defined in the Old Credit Agreement) during each of the periods prior to the termination of the Old Credit Agreement. The Term B Facility contained customary mandatory payment provisions, and during the year ended September 30, 2022 and prior to the termination of the Old Credit Agreement, the Company repaid $81.4 on its Term B Facility as a mandatory prepayment from fiscal 2021 excess cash flow (as defined in the Old Credit Agreement), which was in addition to the scheduled amortization payments. During the year ended September 30, 2021, the Company repaid $28.8 on its Term B Facility as a mandatory prepayment from fiscal 2020 excess cash flow (as defined in the Old Credit Agreement), which was in addition to the scheduled amortization payments. During the year ended September 30, 2021, BellRing LLC borrowed $20.0 under the Old Revolving Credit Facility and repaid $50.0 under the Old Revolving Credit Facility. There were no borrowings under or repayments on the Old Revolving Credit Facility during the year ended September 30, 2022, prior to the facility being terminated. As of September 30, 2023, expected principal payments on the Company’s debt for the next five fiscal years were: Fiscal 2024 $ — Fiscal 2025 — Fiscal 2026 — Fiscal 2027 25.0 Fiscal 2028 — Estimated future interest payments on the Company’s debt through fiscal 2028 are expected to be $303.2 (with $61.5 expected in fiscal 2024) based on the interest rates at September 30, 2023. |
Commitments and Contingencies (
Commitments and Contingencies (Notes) | 12 Months Ended |
Sep. 30, 2023 | |
Legal Proceedings [Abstract] | |
Commitments and contingencies | COMMITMENTS AND CONTINGENCIES Legal Proceedings Joint Juice Litigation In March 2013, a complaint was filed on behalf of a putative, nationwide class of consumers against Premier Nutrition in the U.S. District Court for the Northern District of California seeking monetary damages and injunctive relief. The case asserted that some of Premier Nutrition’s advertising claims regarding its Joint Juice line of glucosamine and chondroitin dietary supplement beverages, which it discontinued in the first quarter of fiscal 2023, were false and misleading. In April 2016, the district court certified a California-only class of consumers in this lawsuit (this lawsuit is hereinafter referred to as the “California Federal Class Lawsuit”). In 2016 and 2017, the lead plaintiff’s counsel in the California Federal Class Lawsuit filed ten additional class action complaints in the U.S. District Court for the Northern District of California on behalf of putative classes of consumers under the laws of Connecticut, Florida, Illinois, New Jersey, New Mexico, New York, Maryland, Massachusetts, Michigan and Pennsylvania (the “Related Federal Actions”). These complaints contain factual allegations similar to the California Federal Class Lawsuit, also seeking monetary damages and injunctive relief. The action on behalf of New Jersey consumers was voluntarily dismissed. Trial in the action on behalf of New York consumers was held beginning in May 2022, and the jury delivered its verdict in favor of plaintiff in June 2022. In August 2022, the Court entered a judgment in that case in favor of plaintiff in the amount of $12.9, which includes statutory damages and prejudgment interest. In October 2022, each plaintiff and Premier Nutrition filed Notices of Appeal to the Ninth Circuit, which appeals are pending. The other eight Related Federal Actions remain pending, and the court has certified individual state classes in each of those cases (except New Mexico). In April 2018, the district court dismissed the California Federal Class Lawsuit with prejudice. This dismissal was upheld on appeal by the U.S. Court of Appeals for the Ninth Circuit in 2020, and plaintiff’s petition for an en banc rehearing by the Ninth Circuit was denied. In September 2020, the same lead counsel re-filed the California Federal Class Lawsuit against Premier Nutrition in California Superior Court for the County of Alameda, alleging identical claims and seeking restitution and injunctive relief on behalf of the same putative class of California consumers as the California Federal Class Lawsuit. Following the federal district court’s denial of Premier Nutrition’s motion to permanently enjoin the Alameda action under the doctrine of res judicata , Premier Nutrition appealed to the Ninth Circuit, which affirmed the district court decision. In March 2023, the Alameda Superior Court granted in part and denied in part Premier Nutrition’s motion for judgment based on res judicata and in May 2023, the Court reaffirmed its ruling. In July 2023, Premier Nutrition filed a petition for writ of mandamus in the California Court of Appeal, which writ is pending. In July 2023, Plaintiff moved to certify the case as a class action, which remains pending. This case was previously set for trial in September 2023, together with Alameda County case set forth in the immediately succeeding paragraph, but the court separated them. Trial is anticipated in calendar year 2024. In January 2019, the same lead counsel filed an additional class action complaint against Premier Nutrition in California Superior Court for the County of Alameda, alleging claims similar to the above actions and seeking monetary damages and injunctive relief on behalf of a putative class of California consumers, beginning after the California Federal Class Lawsuit class period. In July 2020, the court issued an order certifying a statewide class. Premier Nutrition moved for summary judgment on July 7, 2023, which motion remains pending. This case was set for trial in September 2023, but has been rescheduled to begin on December 15, 2023. The Company continues to vigorously defend these cases and intends to appeal any adverse judgements and awards of damages. The Company does not believe that the ultimate resolution of these cases will have a material adverse effect on its consolidated financial condition, results of operations or cash flows. During the years ended September 30, 2023 and 2022, the Company expensed $5.0 and $7.5, respectively, related to the legal matter and plaintiff legal fees in connection with the Joint Juice litigation, which was included in “Selling, general and administrative expenses” on the Consolidated Statements of Operations. Other than legal fees, no expense related to this litigation was incurred during the year ended September 30, 2021. At September 30, 2023 and 2022, the Company had an estimated liability of $21.0 and $16.0, respectively, related to these matters that was included in “Other current liabilities” on the Consolidated Balance Sheets. Protein Products Class Litigation In June 2023, a complaint was filed on behalf of a putative, nationwide class of consumers against the Company and Premier Nutrition in the U.S. District Court for the Northern District of California. The complaint alleges that Premier Nutrition engages in fraud and false advertising (via alleged affirmative representations and omissions) regarding its RTD protein shakes and protein powders by marketing the products as good sources of nutrition and protein when the products contain (or have a material risk of containing) high levels of undisclosed lead (this lawsuit is hereinafter referred to as the “Protein Products Class Lawsuit”). Plaintiffs seek monetary remedies for economic injury (products are allegedly worth less than what was paid for them), as well as injunctive relief. The Protein Products Class Lawsuit alleges that high levels of lead pose serious safety risks, but does not allege that any plaintiff or putative class member suffered personal injuries and does not seek any remedies for personal injuries. The Company filed its motion to dismiss this case in August 2023. The Court has set a hearing for December 1, 2023 on this motion. The Company intends to vigorously defend the case, including appealing any adverse judgement or award. The Company does not believe that the ultimate resolution of the Protein Products Class Lawsuit will have a material adverse effect on its consolidated financial condition, results of operations or cash flows. Other than legal fees, no expense related to the Protein Products Class Lawsuit was incurred during the years ended September 30, 2023, 2022 or 2021. California Proposition 65 Notice re Lead in Protein Products On June 7, 2023, the Fitzgerald Joseph LLP law firm (the same firm that filed the Protein Products Class Litigation) issued a 60-Day Notice of Intent to Sue under California’s Safe Water and Toxic Enforcement Act (Proposition 65) for alleged violation of Proposition 65 with respect to lead levels in Premier Nutrition’s RTD protein shakes and protein powders (this matter is hereinafter referred to as the “Protein Products Prop 65 Notice”). Premier Nutrition intends to vigorously defend against the Protein Products Prop 65 Notice. The Company does not believe that the ultimate resolution of the Protein Products Prop 65 Notice will have a material adverse effect on its consolidated financial condition, results of operations or cash flows. Other than legal fees, no expense related to the Protein Products Prop 65 Notice was incurred during the years ended September 30, 2023, 2022 or 2021. Other In the fourth quarter of fiscal 2022, a voluntary product recall was initiated by one of the Company’s contract manufacturers which produces RTD shakes for Premier Nutrition. The recall covered the Company’s products produced from December 8, 2021 through July 9, 2022 at one of the contract manufacturer’s facilities. The recall did not have a material impact on the Company’s consolidated financial condition, results of operations or cash flow. The Company is subject to various other legal proceedings and actions arising in the normal course of business. In the opinion of management, based upon the information presently known, the ultimate liability, if any, arising from such pending legal proceedings, as well as from asserted legal claims and known potential legal claims which are likely to be asserted, taking into account established accruals for estimated liabilities (if any), are not expected to be material individually or in the aggregate to the consolidated financial condition, results of operations or cash flows of the Company. In addition, although it is difficult to estimate the potential financial impact of actions regarding expenditures for compliance with regulatory matters, in the opinion of management, based upon the information currently available, the ultimate liability arising from such compliance matters is not expected to be material to the consolidated financial condition, results of operations or cash flows of the Company. |
Stock-Based Compensation (Notes
Stock-Based Compensation (Notes) | 12 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-based compensation | STOCK-BASED COMPENSATION The Company’s employees participate in the BellRing Brands, Inc. Long-Term Incentive Plan (the “BellRing Long-Term Incentive Plan”). Awards issued under the BellRing Long-Term Incentive Plan have a maximum term of 10 years, provided, however, that the Corporate Governance and Compensation Committee of BellRing’s Board of Directors may, in its discretion, grant awards with a longer term to participants who are located outside of the U.S. At September 30, 2023 there were 1.4 million shares available to be issued for stock-based compensation awards under the BellRing Long-Term Incentive Plan. In connection with the Spin-off and the related Merger, all outstanding unexercised and unexpired options to purchase shares of Old BellRing Class A Common Stock, outstanding restricted stock units with respect to shares of Old BellRing Class A Common Stock and other equity awards with respect to shares of Old BellRing Class A Common Stock outstanding under the BellRing Long-Term Incentive Plan (the “Equity Awards”), whether or not exercisable or vested, were assumed by BellRing based on the terms and subject to the conditions set forth in the Transaction Agreement. Additionally, the Board of Directors of BellRing approved adjustments to the terms of the outstanding Equity Awards to preserve the intrinsic value of the awards. The adjustments to the Equity Awards were based on the volume weighted average price of Old BellRing Class A Common Stock during the five trading day period prior to and including March 10, 2022 and the volume weighted average price of BellRing Common Stock during the five trading day period immediately following March 10, 2022. The Equity Award adjustments made in connection with the Spin-off had an immaterial impact on the Company’s Consolidated Statements of Operations for the years ended September 30, 2023 and 2022. During the years ended September 30, 2023, 2022 and 2021, total compensation cost for BellRing’s non-cash stock-based compensation awards recognized was $14.2, $9.8 and $4.6, respectively, and the related recognized deferred tax benefit was $1.6, $1.2 and $0.3, respectively. See Note 7 for discussion related to income taxes. As of September 30, 2023, the total compensation cost related to BellRing’s non-vested awards not yet recognized was $19.5, which is expected to be recognized over a weighted-average period of 1.3 years. Stock Options Information about stock options is summarized in the following table. in millions, except options or where otherwise indicated Stock Options Weighted- Average Exercise Price Per Share Weighted- Aggregate Outstanding at September 30, 2022 258,987 $ 17.74 Granted — — Exercised — — Forfeited — — Expired — — Outstanding at September 30, 2023 258,987 17.74 6.80 $ 6.1 Vested and expected to vest as of September 30, 2023 258,987 17.74 6.80 6.1 Exercisable at September 30, 2023 195,562 17.67 6.69 4.6 The fair value of each stock option was estimated on the date of grant using the Black-Scholes Model. The Company used the simplified method for estimating a stock option term as it did not have sufficient historical stock options exercise experience upon which to estimate an expected term. The expected term is estimated based on the award’s vesting period and contractual term. Expected volatilities are based on historical volatility trends and other factors. The risk-free rate is the interpolated U.S. Treasury rate for a term equal to the expected term. The weighted-average assumptions and fair values for stock options granted during the year ended September 30, 2021 are summarized in the table below. There were no stock options granted during the years ended September 30, 2023 or 2022. Expected term (in years) 6.5 Expected stock price volatility 38.5% Risk-free interest rate 0.6% Expected dividends —% Fair value (per option) $7.79 The total intrinsic value of stock options exercised was $0.1 in the year ended September 30, 2022, and the Company received proceeds from the exercise of stock options of $0.5 during the year ended September 30, 2022. There were no stock options exercised during the years ended September 30, 2023 or 2021. Restricted Stock Units (“RSUs”) Information about RSUs is summarized in the following table. RSUs Weighted- Average Grant Date Fair Value Per Share Nonvested at September 30, 2022 579,969 $ 21.23 Granted 207,224 26.10 Vested (302,887) 20.09 Forfeited (19,075) 23.13 Nonvested at September 30, 2023 465,231 24.06 The grant date fair value of each RSU was determined based upon the closing price of the Company’s common stock on the date of grant. The weighted-average grant date fair value of nonvested RSUs was $24.06, $21.23 and $19.85 at September 30, 2023, 2022 and 2021, respectively. The total vest date fair value of RSUs that vested during fiscal 2023, 2022 and 2021 was $7.8, $5.2 and $3.0, respectively. Performance Restricted Stock Units (“PRSUs”) Information about PRSUs is summarized in the following table. PRSUs Weighted- Average Grant Date Fair Value Per Share Nonvested at September 30, 2022 375,219 $ 41.44 Granted 176,062 45.26 Vested — — Forfeited — — Nonvested at September 30, 2023 551,281 42.66 During the years ended September 30, 2023 and 2022, the Company granted PRSUs to certain employees and directors. These awards will be earned by comparing BellRing’s total shareholder return (“TSR”) during a period of approximately three years to the respective TSRs of companies in a performance peer group. Based upon BellRing’s ranking in its performance peer group when comparing TSRs, a recipient of the PRSU grant may earn a total award ranging from 0% to 260% of the target award. The fair value of each PRSU was estimated on the grant date using a Monte Carlo simulation. The weighted-average assumptions for PRSUs granted during the years ended September 30, 2023 and 2022 are summarized in the table below. There were no PRSUs granted during the year ended September 30, 2021. 2023 2022 Expected term (in years) 3.0 2.9 Expected stock price volatility 46.8% 49.6% Risk-free interest rate 4.1% 2.3% Expected dividends —% —% Fair value (per PRSU) $45.26 $42.33 |
Stockholders' Equity (Notes)
Stockholders' Equity (Notes) | 12 Months Ended |
Sep. 30, 2023 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | STOCKHOLDERS’ DEFICIT The following table summarizes the Company’s repurchases of BellRing Common Stock subsequent to the Spin-off . Year Ended September 30, 2023 2022 Shares repurchased (in millions) 4.2 1.1 Average price per share (a) $ 29.56 $ 23.17 Total share repurchase cost (b) $ 126.3 $ 24.7 . (a) Average price per share excludes accrued excise tax and broker’s commissions, which are included in “Total share repurchase cost” within this table. (b) “Purchases of treasury stock” in the Consolidated Statements of Cash Flows for the year ended September 30, 2023 excluded $0.8 of accrued excise tax that had not been paid as of September 30, 2023 and was included in “Other current liabilities” on the Consolidated Balance Sheets at September 30, 2023. The following table summarizes the Company’s repurchases of Old BellRing Class A Common Stock during the year ended September 30, 2022 prior to the Spin-off . There were no repurchases of Old BellRing Class A Common Stock by the Company during the year ended September 30, 2021. Shares repurchased (in millions) 0.8 Average price per share (a) $ 23.34 Total share repurchase costs $ 18.1 (a) Average price per share excludes broker’s commissions, which are included in “Total share repurchase cost” within this table. In connection with the Spin-off, 0.8 million shares of Old BellRing Class A Common Stock held in treasury stock immediately prior to the Merger effective time were cancelled pursuant to the Transaction Agreement. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Pay vs Performance Disclosure | |||
Net earnings available to common stockholders | $ 165.5 | $ 82.3 | $ 27.6 |
Insider Trading Arrangements
Insider Trading Arrangements | 12 Months Ended |
Sep. 30, 2023 | |
Trading Arrangements, by Individual | |
Material Terms of Trading Arrangement | Rule 10b5-1 and Non-Rule 10b5-1 Trading Arrangements During the three months ended September 30, 2023, no director or “officer,” as defined in Rule 16a-1(f) under the Securities Exchange Act of 1934, as amended, of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K. |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy | Principles of Consolidation — Prior to the Spin-off, the financial results of BellRing LLC and its subsidiaries were consolidated with Old BellRing, and a portion of the consolidated net earnings of BellRing LLC was allocated to the redeemable noncontrolling interest (the “NCI”). The calculation of the NCI was based on Post’s ownership percentage of BellRing LLC units during each period prior to the Spin-off and reflected the entitlement of Post to a portion of the consolidated net earnings of BellRing LLC prior to the Spin-off. For the periods subsequent to the Spin-off, any remaining ownership of BellRing by Post no longer represented a NCI to the Company (see Note 6). All intercompany balances and transactions have been eliminated. See Note 5 for further information on transactions with Post included in these financial statements. Certain reclassifications have been made to previously reported financial information to conform to the current year presentation. |
Use of Estimates, Policy | Use of Estimates and Allocations — The consolidated financial statements of the Company are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”), which require certain elections as to accounting policy, estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent liabilities at the dates of the financial statements and the reported amount of net revenues and expenses during the reporting periods. Significant accounting policy elections, estimates and assumptions include, among others, allowance for trade promotions. Actual results could differ from those estimates. |
Cash and Cash Equivalents, Policy | Cash Equivalents — Cash equivalents include all highly liquid investments with original maturities of less than three months. At September 30, 2023 and 2022, the Company had $48.4 and $35.8, respectively, in available cash, of which 3.6% and 20.9%, respectively, was outside of the United States (the “U.S.”). The Company’s intention is to reinvest these funds indefinitely. |
Receivables, Policy | Receivables — Receivables are reported at net realizable value. This value includes appropriate allowances for credit losses, cash discounts and other amounts which the Company does not ultimately expect to collect. To calculate the allowance for credit losses, the Company estimates uncollectible amounts based on a review of past due balances, historical loss information and an evaluation of customer accounts for potential future losses. A receivable is considered past due if payments have not been received within the agreed upon invoice terms. Receivables are written off against the allowance when deemed to be uncollectible based upon the Company’s evaluation of the customer’s solvency. As of September 30, 2023 and 2022, the Company did not have off-balance sheet credit exposure related to its customers. |
Inventory, Policy | Inventories — Inventories are generally valued at the lower of cost (determined on a first-in, first-out basis) or net realizable value. Reported amounts have been reduced by an allowance for obsolete product and packaging materials based on a review of inventories on hand compared to estimated future usage and sales. |
Restructuring, Policy | Restructuring Expenses — |
Property, Plant and Equipment, Policy | Property — Property is recorded at cost, and depreciation expense is generally provided on a straight-line basis over the estimated useful life of the property. Estimated useful lives range from 3 to 10 years for machinery and equipment; 1 to 33 years for buildings, building improvements and leasehold improvements; and 1 to 5 years for software. Total depreciation expense was $1.7, $1.6 and $2.5 in fiscal 2023, 2022 and 2021, respectively. Any gains and losses incurred on the sale or disposal of assets are included in “Other operating income, net” in the Consolidated Statements of Operations. Ordinary repair and maintenance costs are accounted for under the direct expensing method. Property consisted of: September 30, 2023 2022 Land and land improvements $ 0.7 $ 0.7 Buildings and leasehold improvements 5.6 5.4 Machinery and equipment 14.1 12.6 Software 2.4 2.3 Construction in progress 1.2 0.5 24.0 21.5 Accumulated depreciation (15.5) (13.5) Property, net $ 8.5 $ 8.0 As of both September 30, 2023 and 2022, the majority of the Company’s tangible long-lived assets were located in Europe and had a net carrying value of $7.1 and $6.0, respectively; the remainder were located in the U.S. |
Goodwill, Policy | Goodwill — Goodwill represents the excess of the cost of acquired businesses over the fair market value of their identifiable net assets. The Company conducts a goodwill impairment assessment during the fourth quarter of each fiscal year following the annual forecasting process, or more frequently if facts and circumstances indicate that goodwill may be impaired. The goodwill impairment assessment performed may be either qualitative or quantitative; however, if adverse qualitative trends are identified that could negatively impact the fair value of the business, a quantitative goodwill impairment test is performed. The goodwill impairment qualitative assessment requires an analysis to determine if it is more likely than not that the fair value of a reporting unit is less than its carrying amount. The qualitative goodwill impairment test requires an entity to evaluate various events, circumstances and factors, such as macroeconomic conditions, sensitivity of valuation inputs utilized in the Company’s most recent quantitative goodwill impairment test, industry trends and results of operations of the entity, to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. Metrics such as the gross domestic product growth rate and inflation rate, the discount rate and the terminal growth rate utilized in previous quantitative goodwill impairment tests, peer multiples and category trends and actual results compared to forecast are evaluated by management to identify adverse trends that could negatively impact the fair value of the reporting unit. If adverse qualitative trends are identified that could negatively impact the fair value of a reporting unit, a quantitative goodwill impairment test is performed. The quantitative goodwill impairment test requires an entity to compare the fair value of each reporting unit with its carrying amount. The estimated fair value is determined using a combined income and market approach with a greater weighting on the income approach. The income approach is based on discounted future cash flows and requires significant assumptions, including estimates regarding future revenue, profitability, capital requirements and discount rate. The market approach is based on a market multiple (revenue and EBITDA, which stands for earnings before interest, income taxes, depreciation and amortization) and requires an estimate of appropriate multiples based on market data. The Company has two reporting units, which have been identified at a level below the operating segment level; however, only one reporting unit had a goodwill balance as of September 30, 2023, 2022 and 2021. In fiscal 2023, 2022 and 2021, the Company performed a qualitative impairment test and determined there were no indicators, including adverse trends in the business, that would indicate it was more likely than not that the fair value of the reporting unit was less than its carrying amount. The Company last performed a quantitative impairment test in fiscal 2019. The Company did not record a goodwill impairment charge during the years ended September 30, 2023, 2022 or 2021, as the reporting unit with goodwill passed the qualitative impairment test. The components of “Goodwill” on the Consolidated Balance Sheets at both the beginning and end of the years ended September 30, 2023 and 2022 are presented in the following table. Goodwill, gross $ 180.7 Accumulated impairment losses (114.8) Goodwill $ 65.9 |
Intangible Assets, Policy | Intangible Assets — Intangible assets consist primarily of definite-lived customer relationships, trademarks and brands. Amortization expense related to definite-lived intangible assets, which is provided on a straight-line basis (as it approximates the economic benefit) over the estimated useful lives of the assets, was $26.6, $19.7 and $51.2 in fiscal 2023, 2022 and 2021, respectively. For the definite-lived intangible assets recorded as of September 30, 2023, amortization expense is expected to be $35.0 in fiscal 2024 and $17.0 per year for fiscal 2025 through fiscal 2028. Intangible assets consisted of: September 30, 2023 September 30, 2022 Carrying Accumulated Net Carrying Accumulated Net Customer relationships $ 178.4 $ (97.2) $ 81.2 $ 178.3 $ (84.9) $ 93.4 Trademarks and brands 194.0 (98.4) 95.6 195.1 (85.2) 109.9 Other intangible assets 3.1 (3.1) — 3.1 (3.1) — Intangible assets, net $ 375.5 $ (198.7) $ 176.8 $ 376.5 $ (173.2) $ 203.3 In August 2023, the Company approved a plan to discontinue the PowerBar business in North America . In connection with the discontinuance, the Company updated the useful lives of the customer relationships and trademark associated with the PowerBar business in North America to reflect the remaining period in which the Company expects to sell existing PowerBar product inventory in North America. Accelerated amortization of $7.1 was recorded during the year ended September 30, 2023 resulting from the updated useful lives of the customer relationships and trademark associated with the PowerBar business in North America. The net carrying value of the customer relationships and trademark associated with the PowerBar business in North America were $6.4 and $11.6, respectively, which are expected to be fully amortized by December 31, 2023. In December 2020, the Company finalized its plan to discontinue the Supreme Protein brand and related sales of Supreme Protein products. In connection with the discontinuance, the Company updated the useful lives of the customer relationships and trademark associated with the Supreme Protein brand to reflect the remaining period in which the Company continued to sell existing Supreme Protein product inventory. Accelerated amortization of $29.9 was recorded during the year ended September 30, 2021 resulting from the updated useful lives of the customer relationships and trademark associated with the Supreme Protein brand, which were fully amortized and written off as of September 30, 2021. |
Recoverability of Assets, Policy | Recoverability of Assets — The Company continually evaluates whether events or circumstances have occurred which might impair the recoverability of the carrying value of its assets, including property, identifiable intangibles, goodwill and right-of-use (“ROU”) assets. Definite-lived assets (groups) are tested for recoverability whenever events or changes in circumstances indicate that the carrying amount of an asset (group) may not be recoverable or the estimated useful life is no longer appropriate. The Company groups assets at the lowest level for which cash flows are separately identifiable. If circumstances require that a definite-lived asset (group) be tested for possible impairment, the Company will compare the undiscounted cash flows expected to be generated by the asset (group) to the carrying amount of the asset (group). If the carrying amount of the asset (group) is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount of the asset (group) exceeds its fair value. There were no impairments recorded on the Company’s definite-lived assets (groups) in fiscal 2023, 2022 or 2021. |
Derivatives, Policy | Derivative Financial Instruments — In the ordinary course of business, the Company is exposed to commodity price risks relating to the purchase of raw materials and supplies, interest rate risks relating to variable rate debt and foreign currency exchange rate risks. The Company may utilize derivative instruments, including futures contracts, option contracts and swaps to manage certain of these exposures by hedging when it is practical to do so. The Company does not hold or issue financial instruments for speculative or trading purposes. The Company’s derivative programs may include strategies that qualify and strategies that do not qualify for hedge accounting treatment. To qualify for hedge accounting, the hedging relationship, both at inception of the hedge and on an ongoing basis, is expected to be highly effective in achieving offsetting changes in the fair value of the hedged risk during the period that the hedge is designated. All derivatives are recognized on the balance sheet at fair value. For derivatives that qualify for hedge accounting, the derivative is designated as a hedge on the date in which the derivative contract is entered. Derivatives could be designated as a hedge of the variability of cash flows to be received or paid related to a recognized asset or liability (cash flow hedge). Derivatives may also be considered natural hedging instruments, where changes in their fair values act as economic offsets to changes in fair values of the underlying hedged items and are not designated for hedge accounting. The Company does not have any derivatives currently designated as hedging instruments under Accounting Standards Codification (“ASC”) Topic 815, “Derivatives and Hedging.” For previous cash flow hedges that were designated for hedge accounting, gains and losses were recorded in other comprehensive income (“OCI”) and were reclassified to the Consolidated Statements of Operations in conjunction with the recognition of the underlying hedged item. Changes in the fair value of derivatives that are not designated for hedge accounting are recognized immediately in the Consolidated Statements of Operations. Cash flows from derivatives that were designated as hedges and cash flows from derivatives that are not designated as hedges are classified in the same category on the Consolidated Statements of Cash Flows as the items being hedged or on a basis consistent with the nature of the instruments. The Company held no material derivative financial instruments as of September 30, 2023 or 2022. |
Leases, Policy | Leases — The Company leases office space, certain warehouses and equipment primarily through operating lease agreements. The Company has no material finance lease agreements. The Company determines if an arrangement is a lease at its inception. When the arrangements include lease and non-lease components, the Company accounts for them as a single lease component. Leases with an initial term of less than 12 months are not reported on the balance sheet, but rather are recognized as lease expense on a straight-line basis over the lease term. Arrangements may include options to extend or terminate the lease arrangement. These options are included in the lease term used to establish ROU assets and lease liabilities when it is reasonably certain they will be exercised. The Company will reassess expected lease terms based on changes in circumstances that indicate options may be more or less likely to be exercised. The Company has certain lease arrangements that include variable rental payments. The future variability of these payments and adjustments are unknown and therefore are not included in minimum rental payments used to determine ROU assets and lease liabilities. The Company has lease arrangements where it makes separate payments to the lessor based on the lessor's common area maintenance expenses, property and casualty insurance costs, property taxes assessed on the property and other variable expenses. As the Company has elected the practical expedient not to separate lease and non-lease components, these variable amounts are captured in operating lease expense in the period in which they are incurred. Variable rental payments are recognized in the period in which the associated obligation is incurred. For lease arrangements that do not provide an implicit interest rate, an incremental borrowing rate (“IBR”) is applied in determining the present value of future payments. The Company’s IBR is selected based upon information available at the lease commencement date. |
Revenues, Policy | Revenue — The Company recognizes revenue when performance obligations have been satisfied by transferring control of the goods to customers. Control is generally transferred upon delivery of the goods to the customer. At the time of delivery, the customer is invoiced using previously agreed-upon credit terms. Shipping and/or handling costs that occur before the customer obtains control of the goods are deemed fulfillment activities and are accounted for as fulfillment costs. The Company’s contracts with customers generally contain one performance obligation. Many of the Company’s contracts with customers include some form of variable or fixed consideration. The most common forms of variable and fixed consideration are trade promotions, rebates and discount programs. As of September 30, 2023 and 2022, these programs resulted in an allowance for trade promotions of $15.8 and $12.6, respectively, which were recorded as a reduction of “Receivables, net” on the Consolidated Balance Sheets. Variable consideration is treated as a reduction of revenue at the time product revenue is recognized. Methodologies for determining these provisions are dependent on specific customer pricing and promotional practices, which range from contractually fixed percentage price reductions to reimbursement based on actual occurrence or performance. The Company does not believe that there will be significant changes to its estimates of variable consideration when any uncertainties are resolved with customers. The Company reviews and updates estimates of variable consideration each period. Uncertainties related to the estimates of variable consideration are resolved in a short time frame and do not require any additional constraint on variable consideration. The majority of trade promotions are redeemed in the form of invoice credits against trade receivables. |
Cost of Goods Sold, Policy | Cost of Goods Sold — Cost of goods sold includes, among other things, inbound and outbound freight costs and depreciation expense related to assets used in production, while storage and other warehousing costs are included in “Selling, |
Advertising Cost, Policy | Advertising — Advertising costs are expensed as incurred, except for costs of producing media advertising such as television commercials or magazine and online advertisements, which are deferred until the first time the advertising takes place and amortized over the period the advertising runs. The amounts reported as assets on the Consolidated Balance Sheets as “Prepaid expenses and other current assets” were immaterial as of both September 30, 2023 and 2022. |
Stock-based Compensation, Policy | Stock-based Compensation — The Company recognizes the cost of employee services received in exchange for awards of equity instruments based on the grant-date fair value of the equity award. The cost for an equity award is recognized ratably over the period during which an employee is required to provide service in exchange for the award — the requisite service period (usually the vesting period). Any forfeitures of stock-based awards are recorded as they occur. See Note 15 for disclosures related to stock-based compensation. |
Income Tax, Policy | Income Tax Expense — Income tax expense is estimated based on income taxes in each jurisdiction and includes the effects of both current tax exposures and the temporary differences resulting from differing treatment of items for tax and financial reporting purposes. These temporary differences result in deferred tax assets and liabilities. A valuation allowance is established against the related deferred tax assets to the extent that it is not “more likely than not” that the future benefits will be realized. Reserves are recorded for estimated exposures associated with the Company’s tax filing positions, which are subject to periodic audits by governmental taxing authorities. Interest incurred due to an underpayment of income taxes is classified as income tax expense. |
Redeemable Noncontrolling Int_2
Redeemable Noncontrolling Interest (Policies) | 12 Months Ended |
Sep. 30, 2023 | |
Redeemable Noncontrolling Interest, Equity, Carrying Amount [Abstract] | |
Redeemable Noncontrolling Interest, Policy | Immediately prior to the Spin-off, Post held 97.5 million BellRing LLC units equal to 71.5% of the economic interest in BellRing LLC. Prior to the Spin-off, Post had the right to redeem BellRing LLC units for, at BellRing LLC’s option (as determined by its Board of Managers), (i) shares of Old BellRing Class A Common Stock, at an initial redemption rate of one share of Old BellRing Class A Common Stock for one BellRing LLC unit, subject to customary redemption rate adjustments for stock splits, stock dividends and reclassification or (ii) cash (based on the market price of the shares of Old BellRing Class A Common Stock). Post’s ownership of BellRing LLC units prior to the Spin-off represented a NCI to the Company, which was classified outside of permanent stockholders’ equity as the BellRing LLC units were redeemable at the option of Post, through Post’s ownership of Old BellRing Class B Common Stock (see Note 1). The carrying amount of the NCI was the greater of: (i) the initial carrying amount, increased or decreased for the NCI’s share of net income or loss, other comprehensive income or loss and distributions or dividends or (ii) the redemption value. Changes in the redemption value of the NCI were recorded to “Additional paid-in capital”, to the extent available, and “Accumulated deficit” on the Consolidated Balance Sheets. |
Earnings Per Share (Policies)
Earnings Per Share (Policies) | 12 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Earnings Per Share, Policy | Prior to the Spin-off, basic earnings per share was based on the average number of shares of Old BellRing Class A Common Stock outstanding during the year. Diluted earnings per share was based on the average number of shares of Old BellRing Class A Common Stock used for the basic earnings per share calculation, adjusted for the dilutive effect of stock options and restricted stock units using the “treasury stock” method. In addition, “Net earnings available to common stockholders for diluted earnings per share” in the table below was adjusted for diluted net earnings per share of Old BellRing Class A Common Stock attributable to NCI, to the extent it was dilutive. Subsequent to the Spin-off, basic earnings per share is based on the average number of shares of BellRing Common Stock outstanding during the year. Diluted earnings per share is based on the average number of shares of BellRing Common Stock used for the basic earnings per share calculation, adjusted for the dilutive effect of stock options and restricted stock units using the “treasury stock” method. |
Fair Value Measurements (Polici
Fair Value Measurements (Policies) | 12 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements, Policy | The Company’s financial assets and liabilities include cash and cash equivalents, receivables and accounts payable for which the carrying value approximates fair value due to their short maturities (less than 12 months). The Company does not record its current portion of long-term debt and long-term debt at fair value on the Consolidated Balance Sheets. The fair value of any outstanding borrowings under the Revolving Credit Facility (as defined in Note 13) as of September 30, 2023 and 2022 approximated its carrying value. Based on market rates, the fair value (Level 2) of the Company’s debt, excluding any borrowings under the Revolving Credit Facility, was $830.0 and $767.4 as of September 30, 2023 and 2022, respectively. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Property, net | September 30, 2023 2022 Land and land improvements $ 0.7 $ 0.7 Buildings and leasehold improvements 5.6 5.4 Machinery and equipment 14.1 12.6 Software 2.4 2.3 Construction in progress 1.2 0.5 24.0 21.5 Accumulated depreciation (15.5) (13.5) Property, net $ 8.5 $ 8.0 |
Carrying amount of goodwill | Goodwill, gross $ 180.7 Accumulated impairment losses (114.8) Goodwill $ 65.9 |
Schedule of finite-lived intangible assets | September 30, 2023 September 30, 2022 Carrying Accumulated Net Carrying Accumulated Net Customer relationships $ 178.4 $ (97.2) $ 81.2 $ 178.3 $ (84.9) $ 93.4 Trademarks and brands 194.0 (98.4) 95.6 195.1 (85.2) 109.9 Other intangible assets 3.1 (3.1) — 3.1 (3.1) — Intangible assets, net $ 375.5 $ (198.7) $ 176.8 $ 376.5 $ (173.2) $ 203.3 |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Revenues [Abstract] | |
Disaggregation of revenue by product type | Year Ended September 30, 2023 2022 2021 Shakes and other beverages $ 1,327.0 $ 1,084.0 $ 1,014.2 Powders 289.7 242.2 178.6 Other 50.1 45.3 54.3 Net Sales $ 1,666.8 $ 1,371.5 $ 1,247.1 |
Redeemable Noncontrolling Int_3
Redeemable Noncontrolling Interest (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Redeemable Noncontrolling Interest, Equity, Carrying Amount [Abstract] | |
Redeemable noncontrolling interest | As of and for the Year Ended September 30, 2022 2021 Beginning of year $ 2,997.3 $ 2,021.6 Net earnings attributable to NCI 33.7 86.8 Net change in hedges, net of tax 5.1 1.6 Foreign currency translation adjustments (0.5) (0.2) Redemption value adjustment to NCI (370.5) 887.5 Impact of Spin-off (2,665.1) — End of year $ — $ 2,997.3 |
Parent ownership interest, effects of changes, net | As of and for the 2022 2021 Net earnings available to common stockholders $ 82.3 $ 27.6 Transfers (from) to NCI: Changes in equity as a result of redemption value adjustment to NCI (370.5) 887.5 Increase in equity as a result of the Spin-off (2,665.1) — Changes from net earnings available to common stockholders and transfers (from) to NCI $ (2,953.3) $ 915.1 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of components of income tax expense (benefit) | Year Ended September 30, 2023 2022 2021 Current: Federal $ 49.1 $ 28.0 $ 9.2 State 10.9 5.2 1.7 Foreign 0.9 0.4 (0.6) 60.9 33.6 10.3 Deferred: Federal (4.9) (3.4) (1.3) State (1.1) (0.6) (0.2) Foreign — — — (6.0) (4.0) (1.5) Income tax expense $ 54.9 $ 29.6 $ 8.8 |
Schedule of effective income tax rate reconciliation | Year Ended September 30, 2023 2022 2021 Computed tax at federal statutory rate (21%) $ 46.3 $ 30.6 $ 25.9 Income tax expense attributable to NCI — (7.6) (19.5) State income taxes, net of effect on federal tax 8.4 4.7 4.0 Transaction costs — 2.0 — Other, net (none in excess of 5% of computed tax) 0.2 (0.1) (1.6) Income tax expense $ 54.9 $ 29.6 $ 8.8 |
Schedule of deferred tax assets and liabilities | September 30, 2023 September 30, 2022 Assets Liabilities Net Assets Liabilities Net Stock-based compensation awards $ 2.2 $ — $ 2.2 $ 1.6 $ — $ 1.6 Accrued vacation, incentive and severance 3.1 — 3.1 2.6 — 2.6 Inventory 4.4 — 4.4 4.1 — 4.1 Accrued liabilities 6.0 — 6.0 4.7 — 4.7 ROU assets — (1.4) (1.4) — (1.7) (1.7) Lease liabilities 1.4 — 1.4 1.7 — 1.7 Property — (0.3) (0.3) — (0.4) (0.4) Intangible assets — (13.9) (13.9) — (14.8) (14.8) Capitalized research and development 2.3 — 2.3 — — — Total deferred income taxes $ 19.4 $ (15.6) $ 3.8 $ 14.7 $ (16.9) $ (2.2) |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Computation of basic and diluted earnings per share | Year Ended September 30, 2023 2022 2021 Net earnings available to common stockholders for basic earnings per share $ 165.5 $ 82.3 $ 27.6 Dilutive impact of net earnings attributable to NCI — — 0.2 Net earnings available to common stockholders for diluted earnings per share $ 165.5 $ 82.3 $ 27.8 shares in millions Weighted-average shares for basic earnings per share 133.0 93.5 39.5 Effect of dilutive securities: Stock options 0.1 0.1 — Restricted stock units 0.3 0.2 0.2 Performance-based restricted stock units 0.7 — — Weighted-average shares for diluted earnings per share 134.1 93.8 39.7 Basic earnings per share of Common Stock $ 1.24 $ 0.88 $ 0.70 Diluted earnings per share of Common Stock $ 1.23 $ 0.88 $ 0.70 |
Antidilutive securities excluded from computation of earnings per share | Year Ended September 30, shares in millions 2023 2022 2021 Stock options — — 0.2 Restricted stock units 0.1 0.1 — Performance-based restricted stock units 0.1 0.1 — |
Supplemental Operations and C_2
Supplemental Operations and Cash Flow Information (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Operations Statement and Cash Flow Information | Year Ended September 30, 2023 2022 2021 Advertising expenses $ 40.9 $ 22.6 $ 39.1 Research and development expenses 12.0 11.4 11.2 Interest paid 66.6 45.0 35.7 Income taxes paid (a) 60.9 34.6 12.0 (a) Subsequent to the Spin-off, the Company reported 100% of the income, gain, loss and deduction of BellRing LLC. See Note 7 for additional information on the Company’s income taxes. |
Supplemental Balance Sheet In_2
Supplemental Balance Sheet Information (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Supplemental Balance Sheet Information [Abstract] | |
Supplemental Balance Sheet Information | September 30, 2023 2022 Receivables, net Trade $ 147.3 $ 151.7 Other 21.2 21.8 168.5 173.5 Allowance for credit losses (0.3) (0.2) $ 168.2 $ 173.3 Inventories Raw materials and supplies $ 60.4 $ 58.3 Work in process 0.1 0.1 Finished products 133.8 141.4 $ 194.3 $ 199.8 Accounts Payable Trade $ 85.0 $ 91.4 Other 4.0 2.4 $ 89.0 $ 93.8 Other Current Liabilities Accrued legal matters $ 21.0 $ 16.0 Accrued compensation 14.8 13.5 Advertising and promotion 5.4 4.8 Other 20.0 15.4 $ 61.2 $ 49.7 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Summary of ROU assets and lease liabilities | September 30, 2023 2022 ROU assets: Other assets $ 7.4 $ 7.5 Lease liabilities: Other current liabilities $ 2.1 $ 1.9 Other liabilities 6.1 6.6 Total liabilities $ 8.2 $ 8.5 |
Lessee, operating lease, liability, maturity | Fiscal 2024 $ 2.4 Fiscal 2025 2.3 Fiscal 2026 2.3 Fiscal 2027 0.9 Fiscal 2028 0.2 Thereafter 1.0 Total future minimum payments 9.1 Less: Implied interest (0.9) Total lease liabilities $ 8.2 |
Lease, costs and supplemental disclosures | Year Ended September 30, 2023 2022 2021 Total operating lease expense $3.1 $3.8 $3.7 Variable lease expense 0.9 0.9 0.7 Weighted-average remaining lease term 4 years 4 years 5 years Weighted-average incremental borrowing rate 4.8% 4.6% 4.3% |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Long-term Debt | September 30, 2023 2022 7.00% Senior Notes maturing in March 2030 $ 840.0 $ 840.0 Revolving Credit Facility 25.0 99.0 Total principal amount of debt 865.0 939.0 Less: Debt issuance costs, net 8.2 9.5 Long-term debt $ 856.8 $ 929.5 |
Schedule of Maturities of Long-term Debt | Fiscal 2024 $ — Fiscal 2025 — Fiscal 2026 — Fiscal 2027 25.0 Fiscal 2028 — |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
BRBR Stock Options | |
Share-based Payment Award [Line Items] | |
Stock options, activity | in millions, except options or where otherwise indicated Stock Options Weighted- Average Exercise Price Per Share Weighted- Aggregate Outstanding at September 30, 2022 258,987 $ 17.74 Granted — — Exercised — — Forfeited — — Expired — — Outstanding at September 30, 2023 258,987 17.74 6.80 $ 6.1 Vested and expected to vest as of September 30, 2023 258,987 17.74 6.80 6.1 Exercisable at September 30, 2023 195,562 17.67 6.69 4.6 |
Stock options, valuation assumptions | The weighted-average assumptions and fair values for stock options granted during the year ended September 30, 2021 are summarized in the table below. There were no stock options granted during the years ended September 30, 2023 or 2022. Expected term (in years) 6.5 Expected stock price volatility 38.5% Risk-free interest rate 0.6% Expected dividends —% Fair value (per option) $7.79 |
BRBR Stock-Settled Restricted Stock Units | |
Share-based Payment Award [Line Items] | |
Restricted stock units, activity | RSUs Weighted- Average Grant Date Fair Value Per Share Nonvested at September 30, 2022 579,969 $ 21.23 Granted 207,224 26.10 Vested (302,887) 20.09 Forfeited (19,075) 23.13 Nonvested at September 30, 2023 465,231 24.06 |
BRBR Performance-Based Restricted Stock Units | |
Share-based Payment Award [Line Items] | |
Share-Based Compensation Arrangements by Share-Based Payment Award, Performance-Based Units, Vested and Expected to Vest | PRSUs Weighted- Average Grant Date Fair Value Per Share Nonvested at September 30, 2022 375,219 $ 41.44 Granted 176,062 45.26 Vested — — Forfeited — — Nonvested at September 30, 2023 551,281 42.66 |
Schedule of Share-based Payment award, Non-Options, Valuation Assumptions | 2023 2022 Expected term (in years) 3.0 2.9 Expected stock price volatility 46.8% 49.6% Risk-free interest rate 4.1% 2.3% Expected dividends —% —% Fair value (per PRSU) $45.26 $42.33 |
Equity (Tables)
Equity (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Class of BellRing Treasury Stock | Year Ended September 30, 2023 2022 Shares repurchased (in millions) 4.2 1.1 Average price per share (a) $ 29.56 $ 23.17 Total share repurchase cost (b) $ 126.3 $ 24.7 . (a) Average price per share excludes accrued excise tax and broker’s commissions, which are included in “Total share repurchase cost” within this table. (b) “Purchases of treasury stock” in the Consolidated Statements of Cash Flows for the year ended September 30, 2023 excluded $0.8 of accrued excise tax that had not been paid as of September 30, 2023 and was included in “Other current liabilities” on the Consolidated Balance Sheets at September 30, 2023. |
Class of Old BellRing Treasury Stock | Shares repurchased (in millions) 0.8 Average price per share (a) $ 23.34 Total share repurchase costs $ 18.1 (a) Average price per share excludes broker’s commissions, which are included in “Total share repurchase cost” within this table. |
Background (Details)
Background (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||||||||
Nov. 25, 2022 | Aug. 11, 2022 | Mar. 10, 2022 | Oct. 21, 2019 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | Mar. 09, 2022 | Sep. 30, 2020 | |
Post distribution of ownership, percent | 80.10% | ||||||||
Payment of merger consideration | $ 550.4 | ||||||||
Post distribution of ownership, shares | 4.6 | 14.8 | 78.1 | ||||||
Payments of Merger Related Costs, Financing Activities | $ 0 | 115.5 | $ 0 | ||||||
Selling, general and administrative expenses | Separation costs | |||||||||
Separation Costs | $ 0.7 | $ 14.5 | $ 0.2 | ||||||
Common Stock | |||||||||
Common stock, shares outstanding | 131.2 | 135.3 | 39.5 | 39.4 | |||||
Purchases of treasury stock, shares | (4.2) | (1.9) | 0 | ||||||
7.00% Senior Notes Maturing in March 2030 | |||||||||
Long-term Debt, Gross | $ 840 | ||||||||
Old BellRing Stockholders | |||||||||
Common Stock, Per Share, Cash Paid | $ 2.97 | ||||||||
Common Class A | |||||||||
Common stock, par value per share | $ 0.01 | ||||||||
Issuance of common stock, shares | 39.4 | ||||||||
Common Class A | Common Stock | |||||||||
Purchases of treasury stock, shares | 0.8 | ||||||||
Common Class B | |||||||||
Common stock, par value per share | $ 0.01 | ||||||||
Voting power of common stock | 67% | ||||||||
BellRing Common Stock | |||||||||
Common stock, par value per share | $ 0.01 | ||||||||
BellRing Common Stock | Common Stock | |||||||||
Purchases of treasury stock, shares | 0.9 | 0.8 | 4.2 | 1.1 | |||||
BellRing Common Stock | Post Holdings, Inc. | |||||||||
Common units, outstanding | 19.4 | ||||||||
BellRing Common Stock Ownership Percentage | 14.20% | 3.40% | |||||||
BellRing Brands, LLC unit | BellRing Brands, Inc. | |||||||||
Common unit, issued | 39.4 | ||||||||
Noncontrolling interest, ownership percentage by parent | 28.50% | ||||||||
BellRing Brands, LLC unit | Post Holdings, Inc. | |||||||||
Noncontrolling interest, ownership percentage by noncontrolling owners | 71.50% | ||||||||
Common units, outstanding | 97.5 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Cash (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Sep. 30, 2022 |
Accounting Policies [Abstract] | ||
Foreign cash, percentage | 3.60% | 20.90% |
Cash and cash equivalents | $ 48.4 | $ 35.8 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Restructuring (Details) $ in Millions | 12 Months Ended |
Sep. 30, 2021 USD ($) | |
Accounting Policies [Abstract] | |
Restructuring | $ 4.7 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Property (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation | $ 1.7 | $ 1.6 | $ 2.5 |
Property, Plant and Equipment, Net | |||
Property, at cost | 24 | 21.5 | |
Accumulated depreciation | (15.5) | (13.5) | |
Property, net | 8.5 | 8 | |
Europe | |||
Property, Plant and Equipment [Line Items] | |||
Long-lived assets | 7.1 | 6 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Long-lived assets | 7.1 | 6 | |
Land and land improvements | |||
Property, Plant and Equipment, Net | |||
Property, at cost | 0.7 | 0.7 | |
Building and building improvements | |||
Property, Plant and Equipment, Net | |||
Property, at cost | $ 5.6 | 5.4 | |
Building and building improvements | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life | 1 year | ||
Building and building improvements | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life | 33 years | ||
Machinery and equipment | |||
Property, Plant and Equipment, Net | |||
Property, at cost | $ 14.1 | 12.6 | |
Machinery and equipment | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life | 3 years | ||
Machinery and equipment | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life | 10 years | ||
Computer software, intangible asset | |||
Property, Plant and Equipment, Net | |||
Property, at cost | $ 2.4 | 2.3 | |
Computer software, intangible asset | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life | 1 year | ||
Computer software, intangible asset | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life | 5 years | ||
Construction in progress | |||
Property, Plant and Equipment, Net | |||
Property, at cost | $ 1.2 | $ 0.5 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Goodwill (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Sep. 30, 2022 |
Accounting Policies [Abstract] | ||
Goodwill, gross | $ 180.7 | $ 180.7 |
Accumulated impairment losses | (114.8) | (114.8) |
Goodwill | $ 65.9 | $ 65.9 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Intangibles (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Finite-Lived and Indefinite-Lived, Intangible Assets [Line Items] | |||
Amortization of intangible assets | $ 26.6 | $ 19.7 | $ 51.2 |
Amortization of intangible assets, next twelve months | 35 | ||
Amortization of intangible assets, year two | 17 | ||
Amortization of intangible assets, year three | 17 | ||
Amortization of intangible assets, year four | 17 | ||
Amortization of intangible assets, year five | 17 | ||
Accelerated amortization | 7.1 | $ 29.9 | |
Intangible Assets, Net | |||
Finite-lived intangible assets, gross | 375.5 | 376.5 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (198.7) | (173.2) | |
Finite-Lived Intangible Assets, Net | 176.8 | 203.3 | |
Customer relationships | |||
Intangible Assets, Net | |||
Finite-lived intangible assets, gross | 178.4 | 178.3 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (97.2) | (84.9) | |
Finite-Lived Intangible Assets, Net | 81.2 | 93.4 | |
Customer relationships | PowerBar brand | |||
Intangible Assets, Net | |||
Finite-Lived Intangible Assets, Net | 6.4 | ||
Trademarks | |||
Intangible Assets, Net | |||
Finite-lived intangible assets, gross | 194 | 195.1 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (98.4) | (85.2) | |
Finite-Lived Intangible Assets, Net | 95.6 | 109.9 | |
Trademarks | PowerBar brand | |||
Intangible Assets, Net | |||
Finite-Lived Intangible Assets, Net | 11.6 | ||
Other intangible assets | |||
Intangible Assets, Net | |||
Finite-lived intangible assets, gross | 3.1 | 3.1 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (3.1) | (3.1) | |
Finite-Lived Intangible Assets, Net | $ 0 | $ 0 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Revenue (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Sep. 30, 2022 |
Accounting Policies [Abstract] | ||
Trade promotion allowance, current | $ 15.8 | $ 12.6 |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - COGS (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Selling, general and administrative expenses | |||
Cost of Goods Sold | |||
Storage and other warehousing costs | $ 20.1 | $ 16.6 | $ 17 |
Summary of Significant Accou_11
Summary of Significant Accounting Policies - Taxes (Details) | Mar. 09, 2022 |
BellRing Brands, Inc. | BellRing Brands, LLC unit | |
Taxes [Line Items] | |
Noncontrolling interest, ownership percentage by parent | 28.50% |
Revenue (Details)
Revenue (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disaggregation of Revenue | |||
Net sales | $ 1,666.8 | $ 1,371.5 | $ 1,247.1 |
Revenue Benchmark | Geographic Concentration Risk | Non-US | |||
Disaggregation of Revenue | |||
Percentage of net sales | 10.50% | 11.30% | 11.70% |
Revenue Benchmark | Geographic Concentration Risk | Europe as a percentage of Non-US | |||
Disaggregation of Revenue | |||
Percentage of net sales | 34.10% | ||
Revenue Benchmark | Geographic Concentration Risk | Canada as a percentage of Non-US | |||
Disaggregation of Revenue | |||
Percentage of net sales | 40.80% | 35.40% | |
Revenue Benchmark | Customer Concentration Risk | One customer | |||
Disaggregation of Revenue | |||
Percentage of net sales | 33.90% | 31.90% | 31.50% |
Revenue Benchmark | Customer Concentration Risk | The second customer | |||
Disaggregation of Revenue | |||
Percentage of net sales | 30% | 31.60% | 33.80% |
Revenue Benchmark | Customer Concentration Risk | The third customer | |||
Disaggregation of Revenue | |||
Percentage of net sales | 11.40% | ||
Shakes and other beverages | |||
Disaggregation of Revenue | |||
Net sales | $ 1,327 | $ 1,084 | $ 1,014.2 |
Powders | |||
Disaggregation of Revenue | |||
Net sales | 289.7 | 242.2 | 178.6 |
Other Products | |||
Disaggregation of Revenue | |||
Net sales | $ 50.1 | $ 45.3 | $ 54.3 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Related Party Transaction [Line Items] | |||
Selling, general and administrative expenses | $ 216.3 | $ 189.7 | $ 167.1 |
Reimbursable start up costs | 2.5 | ||
Cash distribution directly to related party | 3.2 | 20.4 | |
Cash distribution on behalf of related party to third party | 0 | 4.2 | |
Master services agreement fees | |||
Related Party Transaction [Line Items] | |||
Selling, general and administrative expenses | $ 4 | $ 4.6 | $ 2.2 |
Redeemable Noncontrolling Int_4
Redeemable Noncontrolling Interest (Details) - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | Mar. 10, 2022 | Mar. 09, 2022 | |
Redeemable Noncontrolling Interest [Line Items] | |||||
Redeemable noncontrolling interest, end of period | $ 0 | ||||
Net earnings available to common stockholders | 165.5 | $ 82.3 | $ 27.6 | ||
BellRing Brands, Inc. | |||||
Redeemable Noncontrolling Interest [Line Items] | |||||
Redemption value adjustment to noncontrolling interest | (370.5) | 887.5 | |||
Increase in equity as a result of the Spin-off | (2,665.1) | 0 | |||
Net earnings available to common stockholders | 82.3 | 27.6 | |||
Change from net earnings available to common stockholders and effects of changes, net | $ (2,953.3) | 915.1 | |||
BellRing Common Stock | Post Holdings, Inc. | |||||
Redeemable Noncontrolling Interest [Line Items] | |||||
Common units, outstanding | 19.4 | ||||
BellRing Common Stock Ownership Percentage | 3.40% | 14.20% | |||
BellRing Brands, LLC unit | Post Holdings, Inc. | |||||
Redeemable Noncontrolling Interest [Line Items] | |||||
Common units, outstanding | 97.5 | ||||
Noncontrolling interest, ownership percentage by noncontrolling owners | 71.50% | ||||
BellRing Brands, LLC unit | BellRing Brands, Inc. | |||||
Redeemable Noncontrolling Interest [Line Items] | |||||
Noncontrolling interest, ownership percentage by parent | 28.50% | ||||
Noncontrolling interest | |||||
Redeemable Noncontrolling Interest [Line Items] | |||||
Redeemable noncontrolling interest, beginning of period | $ 0 | $ 2,997.3 | 2,021.6 | ||
Net earnings attributable to redeemable noncontrolling interest subsequent to IPO | 33.7 | 86.8 | |||
Net change in hedges, net of tax | 5.1 | 1.6 | |||
Foreign currency translation adjustments | (0.5) | (0.2) | |||
Redemption value adjustment to noncontrolling interest | (370.5) | 887.5 | |||
Impact of Spin-off | (2,665.1) | 0 | |||
Redeemable noncontrolling interest, end of period | $ 0 | $ 2,997.3 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Tax Disclosure | |||
Effective income tax rate | 24.90% | 20.30% | 7.10% |
Undistributed earnings of foreign subsidiaries | $ 2.8 | $ 1.7 | |
Income (loss) from continuing operations before income taxes, foreign | $ 2 | $ 1.1 | $ (1.9) |
Income Taxes - Expense (Details
Income Taxes - Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |||
Current federal tax expense (benefit) | $ 49.1 | $ 28 | $ 9.2 |
Current state and local tax expense (benefit) | 10.9 | 5.2 | 1.7 |
Current foreign tax expense (benefit) | 0.9 | 0.4 | (0.6) |
Current income tax expense (benefit), total | 60.9 | 33.6 | 10.3 |
Deferred federal income tax expense (benefit) | (4.9) | (3.4) | (1.3) |
Deferred state and local income tax expense (benefit) | (1.1) | (0.6) | (0.2) |
Deferred foreign income tax expense (benefit) | 0 | 0 | 0 |
Deferred income taxes, total | (6) | (4) | (1.5) |
Income tax expense, total | $ 54.9 | $ 29.6 | $ 8.8 |
Income Taxes - Rate (Details)
Income Taxes - Rate (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |||
Effective income tax rate reconciliation at federal statutory income tax rate, amount | $ 46.3 | $ 30.6 | $ 25.9 |
Income tax expense attributable to NCI | 0 | (7.6) | (19.5) |
State income taxes, net of effect on federal tax | 8.4 | 4.7 | 4 |
Transaction costs | 0 | 2 | 0 |
Other, net (none in excess of 5% of computed tax) | 0.2 | (0.1) | (1.6) |
Income tax expense, total | $ 54.9 | $ 29.6 | $ 8.8 |
Income Taxes - Deferreds (Detai
Income Taxes - Deferreds (Details) - Noncurrent - USD ($) $ in Millions | Sep. 30, 2023 | Sep. 30, 2022 |
Deferred tax assets | ||
Income Tax Disclosure | ||
Deferred tax assets, share-based compensation cost | $ 2.2 | $ 1.6 |
Deferred tax assets, employee compensation | 3.1 | 2.6 |
Deferred tax assets, inventory | 4.4 | 4.1 |
Deferred tax assets, accrued liabilities | 6 | 4.7 |
Deferred Tax Assets, Leasing Arrangements | 0 | 0 |
Deferred Tax Liabilities, Leasing Arrangements | 1.4 | 1.7 |
Deferred tax liabilities, property, plant and equipment | 0 | 0 |
Deferred tax assets (liabilities), intangible assets | 0 | 0 |
Deferred Tax Assets, Capitalized research and development | 2.3 | 0 |
Deferred tax assets, net | 19.4 | 14.7 |
Deferred tax liability | ||
Income Tax Disclosure | ||
Deferred tax assets, share-based compensation cost | 0 | 0 |
Deferred tax assets, employee compensation | 0 | 0 |
Deferred tax assets, inventory | 0 | 0 |
Deferred tax assets, accrued liabilities | 0 | 0 |
Deferred Tax Assets, Leasing Arrangements | (1.4) | (1.7) |
Deferred Tax Liabilities, Leasing Arrangements | 0 | 0 |
Deferred tax liabilities, property, plant and equipment | (0.3) | (0.4) |
Deferred tax assets (liabilities), intangible assets | (13.9) | (14.8) |
Deferred Tax Assets, Capitalized research and development | 0 | 0 |
Deferred tax liabilities, net | (15.6) | (16.9) |
Total deferred income taxes | ||
Income Tax Disclosure | ||
Deferred tax assets, share-based compensation cost | 2.2 | 1.6 |
Deferred tax assets, employee compensation | 3.1 | 2.6 |
Deferred tax assets, inventory | 4.4 | 4.1 |
Deferred tax assets, accrued liabilities | 6 | 4.7 |
Deferred Tax Assets, Leasing Arrangements | (1.4) | (1.7) |
Deferred Tax Liabilities, Leasing Arrangements | 1.4 | 1.7 |
Deferred tax liabilities, property, plant and equipment | (0.3) | (0.4) |
Deferred tax assets (liabilities), intangible assets | (13.9) | (14.8) |
Deferred Tax Assets, Capitalized research and development | 2.3 | 0 |
Deferred tax assets, net | $ 3.8 | |
Deferred tax liabilities, net | $ (2.2) |
Income Taxes - Unrecognized Ben
Income Taxes - Unrecognized Benefits (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Sep. 30, 2022 |
Income Tax Disclosure [Abstract] | ||
Unrecognized Tax Benefits | $ 1.5 | $ 1.5 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method | |||
Net earnings available to common stockholders, basic | $ 165.5 | $ 82.3 | $ 27.6 |
Dilutive securities, effect on basic earnings per share | 0 | 0 | 0.2 |
Net earnings available to common stockholders, diluted | $ 165.5 | $ 82.3 | $ 27.8 |
Weighted-Average common shares outstanding, basic (in shares) | 133 | 93.5 | 39.5 |
Weighted-Average common shares outstanding, diluted (in shares) | 134.1 | 93.8 | 39.7 |
Earnings per common share, basic (in usd per share) | $ 1.24 | $ 0.88 | $ 0.70 |
Earnings per common share, diluted (in usd per share) | $ 1.23 | $ 0.88 | $ 0.70 |
Restricted Stock Units (RSUs) | |||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method | |||
Antidilutive securities excluded from computation of earnings per share, amount | 0.1 | 0.1 | 0 |
Incremental common shares attributable to dilutive effect of share-based payment arrangements | 0.3 | 0.2 | 0.2 |
BRBR Stock Option | |||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method | |||
Antidilutive securities excluded from computation of earnings per share, amount | 0 | 0 | 0.2 |
Incremental common shares attributable to dilutive effect of share-based payment arrangements | 0.1 | 0.1 | 0 |
Performance-Based Restricted Stock Units | |||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method | |||
Antidilutive securities excluded from computation of earnings per share, amount | 0.1 | 0.1 | 0 |
Incremental common shares attributable to dilutive effect of share-based payment arrangements | 0.7 | 0 | 0 |
Supplemental Operations and C_3
Supplemental Operations and Cash Flow Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Supplemental Cash Flow Elements [Abstract] | |||
Advertising expense | $ 40.9 | $ 22.6 | $ 39.1 |
Research and development expense | 12 | 11.4 | 11.2 |
Interest paid | 66.6 | 45 | 35.7 |
Income taxes paid | $ 60.9 | $ 34.6 | $ 12 |
Supplemental Balance Sheet In_3
Supplemental Balance Sheet Information (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Sep. 30, 2022 |
Receivables, net | ||
Accounts receivable, trade | $ 147.3 | $ 151.7 |
Accounts receivable, other | 21.2 | 21.8 |
Total receivables, gross | 168.5 | 173.5 |
Allowance for doubtful accounts | (0.3) | (0.2) |
Receivables, net | 168.2 | 173.3 |
Inventories | ||
Inventory, raw materials, net | 60.4 | 58.3 |
Inventory, work in process | 0.1 | 0.1 |
Inventory, finished goods, net | 133.8 | 141.4 |
Inventories | 194.3 | 199.8 |
Accounts Payable | ||
Accounts payable, trade | 85 | 91.4 |
Accounts payable, other | 4 | 2.4 |
Accounts payable | 89 | 93.8 |
Other Current Liabilities | ||
Estimated litigation liability, current | 21 | 16 |
Accrued salaries, current | 14.8 | 13.5 |
Accrued advertising and promotion expense | 5.4 | 4.8 |
Other accrued liabilities, current | 20 | 15.4 |
Other current liabilities | $ 61.2 | $ 49.7 |
Leases (Details)
Leases (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Lessee, Lease, Description [Line Items] | |||
Operating lease right-of-use asset | $ 7.4 | $ 7.5 | |
Operating lease liability, current | 2.1 | 1.9 | |
Operating lease, liability, noncurrent | 6.1 | 6.6 | |
Operating lease payments, due year one | 2.4 | ||
Operating lease payments, due year two | 2.3 | ||
Operating lease payments, due year three | 2.3 | ||
Operating lease payments, due year four | 0.9 | ||
Operating lease payments, due year five | 0.2 | ||
Operating lease payments, due after year five | 1 | ||
Operating lease payments, total due | 9.1 | ||
Operating lease liability, undiscounted excess amount | (0.9) | ||
Operating lease liability | 8.2 | 8.5 | |
Total operating lease expense | 3.1 | 3.8 | $ 3.7 |
Variable lease cost | $ 0.9 | $ 0.9 | $ 0.7 |
Operating lease, weighted average remaining lease term | 4 years | 4 years | 5 years |
Operating lease, weighted average discount rate, percent | 4.80% | 4.60% | 4.30% |
Operating lease payments | $ 2.4 | $ 2.2 | $ 3 |
Operating lease, right-of-use asset, Balance Sheet location | Other assets | Other assets | |
Operating lease liability, current, Balance Sheet location | Other current liabilities | Other current liabilities | |
Operating lease liability, non-current, Balance Sheet location | Other liabilities | Other liabilities | |
Operating lease liability, Balance Sheet location | Other Liabilities | Other Liabilities | |
Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Lessee, operating lease, term of contract | 1 year | ||
Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Lessee, operating lease, term of contract | 10 years |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Sep. 30, 2022 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Debt, fair value | $ 830 | $ 767.4 |
Long-Term Debt (Details)
Long-Term Debt (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Oct. 21, 2019 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Debt Instrument | ||||
Debt, long-term and short-term, combined amount, total | $ 865,000 | $ 939,000 | ||
Unamortized debt issuance expense | (8,200) | (9,500) | ||
Long-term debt | 856,800 | 929,500 | ||
Payments of Financing Costs | 1,500 | |||
Loss on extinguishment and refinancing of debt, net | 0 | 17,600 | $ 1,600 | |
Long-Term Debt, Maturity, Year One | 0 | |||
Long-Term Debt, Maturity, Year Two | 0 | |||
Long-Term Debt, Maturity, Year Three | 0 | |||
Long-Term Debt, Maturity, Year Four | 25,000 | |||
Long-Term Debt, Maturity, Year Five | 0 | |||
Estimated future interest payments on debt | 303,200 | |||
Estimated future interest payments on debt, next 12 months | 61,500 | |||
Term Loan | ||||
Debt Instrument | ||||
Proceeds from issuance of long-term debt | $ 700,000 | |||
Repayments of Debt | (519,800) | |||
Loss on extinguishment and refinancing of debt, net | (17,600) | |||
Periodic payment of long-term debt principal | 8,750 | |||
Excess cash flow prepayment | 81,400 | 28,800 | ||
Write-off of Unamortized Debt Premium | 6,900 | |||
Write-off of Interest Rate Swap Loss, previously recorded in AOCI | 6,100 | |||
Write off of Deferred Debt Issuance Cost | 4,600 | |||
Letter of Credit | ||||
Debt Instrument | ||||
Maximum borrowing capacity on line of credit | 20,000 | |||
Revolving Credit Facility | ||||
Debt Instrument | ||||
Debt, long-term and short-term, combined amount, total | 25,000 | 99,000 | ||
Maximum borrowing capacity on line of credit | 250,000 | |||
Proceeds from borrowing under line of credit | 115,000 | 164,000 | ||
Repayments of lines of credit | (189,000) | (65,000) | ||
Remaining borrowing capacity on line of credit | 225,000 | 151,000 | ||
Letters of credit outstanding, amount | 0 | |||
7.00% Senior Notes Maturing in March 2030 | ||||
Debt Instrument | ||||
Debt, long-term and short-term, combined amount, total | $ 840,000 | 840,000 | ||
Long-term Debt, Gross | 840,000 | |||
Old Revolving Credit Facility | ||||
Debt Instrument | ||||
Maximum borrowing capacity on line of credit | 200,000 | |||
Proceeds from borrowing under line of credit | 20,000 | |||
Repayments of lines of credit | (50,000) | |||
Letter of Credit - Old Credit Agreement | ||||
Debt Instrument | ||||
Maximum borrowing capacity on line of credit | $ 20,000 | |||
Senior Notes [Member] | 7.00% Senior Notes Maturing in March 2030 | ||||
Debt Instrument | ||||
Long-term Debt, Gross | 840,000 | |||
Payments of debt issuance costs and deferred financing fees | $ (10,200) |
Long-Term Debt - Rates and Rati
Long-Term Debt - Rates and Ratios (Details) | Mar. 10, 2022 | Sep. 30, 2023 | Sep. 30, 2022 |
Debt Instrument | |||
Debt covenant, leverage ratio | 6 | ||
Revolving Credit Facility | |||
Debt Instrument | |||
Line of Credit Facility, Interest Rate at Period End | 8.42% | ||
Revolving Credit Facility | Minimum | |||
Debt Instrument | |||
Unused capacity on line of credit commitment fee percentage | 0.25% | ||
Line of Credit Facility, Interest Rate at Period End | 5.95% | ||
Revolving Credit Facility | Maximum | |||
Debt Instrument | |||
Unused capacity on line of credit commitment fee percentage | 0.375% | ||
Line of Credit Facility, Interest Rate at Period End | 8.25% | ||
Revolving Credit Facility | Base Rate | Minimum | |||
Debt Instrument | |||
Basis spread on variable interest rate | 2% | ||
Revolving Credit Facility | Base Rate | Maximum | |||
Debt Instrument | |||
Basis spread on variable interest rate | 2.75% | ||
Revolving Credit Facility | Eurodollar | Minimum | |||
Debt Instrument | |||
Basis spread on variable interest rate | 3% | ||
Revolving Credit Facility | Eurodollar | Maximum | |||
Debt Instrument | |||
Basis spread on variable interest rate | 3.75% | ||
Revolving Credit Facility | SOFR Rate | Minimum | |||
Debt Instrument | |||
Basis spread on variable interest rate | 3% | ||
Revolving Credit Facility | SOFR Rate | Maximum | |||
Debt Instrument | |||
Basis spread on variable interest rate | 3.75% | ||
Revolving Credit Facility | British Pound Sterling Rate | Minimum | |||
Debt Instrument | |||
Basis spread on variable interest rate | 3% | ||
Revolving Credit Facility | British Pound Sterling Rate | Maximum | |||
Debt Instrument | |||
Basis spread on variable interest rate | 3.75% | ||
Senior Notes [Member] | 7.00% Senior Notes Maturing in March 2030 | |||
Debt Instrument | |||
Interest rate, stated percentage | 7% |
Commitments and Contingencies_2
Commitments and Contingencies (Details) - USD ($) $ in Millions | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Loss Contingencies | ||
Estimated litigation liability, current | $ 21 | $ 16 |
Litigation Settlement, Amount Awarded to Other Party | 12.9 | |
Selling, general and administrative expenses | ||
Loss Contingencies | ||
Litigation Settlement, Expense | 5 | 7.5 |
Other current liabilities | ||
Loss Contingencies | ||
Estimated litigation liability, current | $ 21 | $ 16 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - BellRing 2019 Long-Term Incentive Plan - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Share-based Payment Award [Line Items] | |||
Maximum award vesting period | 10 years | ||
Share-based payment arrangement, expense | $ 14.2 | $ 9.8 | $ 4.6 |
Share-based payment arrangement, expense, tax benefit | 1.6 | $ 1.2 | $ 0.3 |
Share-based payment arrangement, nonvested award, cost not yet recognized, amount | $ 19.5 | ||
Share-based payment arrangement, nonvested award, cost not yet recognized, period for recognition | 1 year 3 months 18 days | ||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 1.4 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Options (Details) - BRBR Stock Options - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Share-based Payment Award [Line Items] | |||
Stock options outstanding, beginning balance | 258,987 | ||
Stock options granted in period | 0 | ||
Stock options exercised in period | 0 | ||
Stock options forfeited in period | 0 | ||
Stock options expired in period | 0 | ||
Stock options outstanding, ending balance | 258,987 | 258,987 | |
Stock options vested and expected to vest | 258,987 | ||
Stock options exercisable | 195,562 | ||
Stock options outstanding, weighted average exercise price | $ 17.74 | $ 17.74 | |
Stock options granted in period, weighted average exercise price | 0 | ||
Stock options exercised in period, weighted average exercise price | 0 | ||
Stock options forfeited in period, weighted average exercise price | 0 | ||
Stock options expired in period, weighted average exercise price | 0 | ||
Stock options vested and expected to vest, weighted average exercise price | 17.74 | ||
Stock options exercisable in period, weighted average exercise price | $ 17.67 | ||
Stock options outstanding, weighted average remaining contractual term | 6 years 9 months 18 days | ||
Stock options vested and expected to vest, weighted average remaining contractual term | 6 years 9 months 18 days | ||
Stock options exercisable, weighted average remaining contractual term | 6 years 8 months 8 days | ||
Stock options outstanding, intrinsic value | $ 6.1 | ||
Stock options vested and expected to vest, intrinsic value | 6.1 | ||
Stock options exercisable, intrinsic value | $ 4.6 | ||
Fair Value Assumptions, expected term | 6 years 6 months | ||
Fair Value Assumptions, expected volatility rate | 38.50% | ||
Fair Value Assumptions, risk free interest rate | 0.60% | ||
Stock options, expected dividend rate | 0% | ||
Fair Value Assumptions, weighted average grant date fair value | $ 7.79 | ||
Stock options, exercises in period, intrinsic value | $ 0.1 | ||
Proceeds from exercises of stock awards | $ 0.5 |
Stock-Based Compensation - St_2
Stock-Based Compensation - Stock-Settled RSUs (Details) - BRBR Stock-Settled Restricted Stock Units - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Share-based Payment Award [Line Items] | |||
RSUs nonvested, beginning balance | 579,969 | ||
RSUs granted in period | 207,224 | ||
RSUs vested in period | (302,887) | ||
RSUs forfeited in period | (19,075) | ||
RSUs nonvested, ending balance | 465,231 | 579,969 | |
RSUs nonvested, weighted average grant date fair value | $ 24.06 | $ 21.23 | $ 19.85 |
RSUs granted in period, weighted average grant date fair value | 26.10 | ||
RSUs vested in period, weighted average grant date fair value | 20.09 | ||
RSUs forfeited in period, weighted average grant date fair value | $ 23.13 | ||
RSUs vested in period, fair value | $ 7.8 | $ 5.2 | $ 3 |
Stock-Based Compensation - Perf
Stock-Based Compensation - Performance-based RSUs (Details) - $ / shares | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Minimum | ||
Share-based Payment Award [Line Items] | ||
Total Award Range | 0% | |
Maximum | ||
Share-based Payment Award [Line Items] | ||
Total Award Range | 260% | |
BRBR Performance-Based Restricted Stock Units | ||
Share-based Payment Award [Line Items] | ||
RSUs nonvested, beginning balance | 375,219 | |
RSUs granted in period | 176,062 | |
RSUs vested in period | 0 | |
RSUs forfeited in period | 0 | |
RSUs nonvested, ending balance | 551,281 | 375,219 |
RSUs nonvested, weighted average grant date fair value | $ 42.66 | $ 41.44 |
RSUs granted in period, weighted average grant date fair value | 45.26 | |
RSUs vested in period, weighted average grant date fair value | 0 | |
RSUs forfeited in period, weighted average grant date fair value | $ 0 | |
Fair Value Assumptions, expected term | 3 years | 2 years 10 months 24 days |
Fair Value Assumptions, expected volatility rate | 46.80% | 49.60% |
Fair Value Assumptions, risk free interest rate | 4.10% | 2.30% |
Fair Value Assumptions, weighted average grant date fair value | $ 45.26 | $ 42.33 |
Stock options, expected dividend rate | 0% | 0% |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |||||||
Nov. 25, 2022 | Aug. 11, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | Mar. 10, 2022 | Mar. 09, 2022 | Sep. 30, 2020 | |
Class of Stock [Line Items] | ||||||||
Post distribution of ownership, shares | 4,600,000 | 14,800,000 | 78,100,000 | |||||
Common Stock | ||||||||
Class of Stock [Line Items] | ||||||||
Common stock, shares outstanding | 131,200,000 | 135,300,000 | 39,500,000 | 39,400,000 | ||||
Purchases of treasury stock, shares | (4,200,000) | (1,900,000) | 0 | |||||
Post Holdings, Inc. | BellRing Brands, LLC unit | ||||||||
Class of Stock [Line Items] | ||||||||
Common units, outstanding | 97,500,000 | |||||||
Common Class A | ||||||||
Class of Stock [Line Items] | ||||||||
Common stock, par value per share | $ 0.01 | |||||||
Common Class A | Common Stock | ||||||||
Class of Stock [Line Items] | ||||||||
Purchases of treasury stock, shares | 800,000 | |||||||
Treasury Stock Acquired, Average Cost Per Share | $ 23.34 | |||||||
Payments for Repurchase of Common Stock | $ 18.1 | |||||||
Common Stock | ||||||||
Class of Stock [Line Items] | ||||||||
Common stock, shares authorized | 500,000,000 | |||||||
Common stock, shares issued | 136,553,891 | 136,362,928 | ||||||
Common stock, par value per share | $ 0.01 | $ 0.01 | ||||||
Common stock, shares outstanding | 131,245,350 | 135,295,583 | ||||||
BellRing Common Stock | ||||||||
Class of Stock [Line Items] | ||||||||
Common stock, par value per share | $ 0.01 | |||||||
BellRing Common Stock | Common Stock | ||||||||
Class of Stock [Line Items] | ||||||||
Purchases of treasury stock, shares | 900,000 | 800,000 | 4,200,000 | 1,100,000 | ||||
Treasury Stock Acquired, Average Cost Per Share | $ 29.56 | $ 23.17 | ||||||
Payments for Repurchase of Common Stock | $ 126.3 | $ 24.7 | ||||||
Sales and Excise Tax Payable, Current | $ 0.8 | |||||||
BellRing Common Stock | Post Holdings, Inc. | ||||||||
Class of Stock [Line Items] | ||||||||
Common units, outstanding | 19,400,000 |