Central Garden & Pet Company (CENTA) SEC Filings & Earnings Calls

Tariff and trade war impact

“Impacts of further tariffs or a trade war and our ability to receive tariff refunds; ...the continued imposition of tariffs and a global trade war could result in higher inflation as the year progresses.” · word for word

TRIXIE acquisition integration risk

“Our ability to integrate the acquired company and realize the potential benefits of the TRIXIE transaction to Central and our customers.” · word for word

Consumer spending decline

“Declines in consumer spending and the associated increased inventory risk.” · word for word

Pet distribution partnership risk

“The impact of the new pet distribution partnership on our financial results and ability to distribute and promote our pet branded products.” · word for word

Pet distribution exit impact; competitive retail environment; tariff and commodity inflation risks.

“Pet segment net sales -19% due to distribution exit; outlook incorporates competitive retail environment, tariffs, and inflation.”

Regulatory approval risk for acquisition closing

“subject to regulatory approval and other customary closing conditions” · word for word

Earn-out performance risk

“earn-out potential of up to € 60.0 million based on 2026 performance” · word for word

Continuing shareholder put/call obligation risk

“Continuing Shareholders will have the right to require the Company to purchase their shares, and, if those rights are not exercised after three years, the Company will have a corresponding right to purchase those shares” · word for word

Tariff and trade war impact on inflation and margins

“Inflation moderated in fiscal 2024 and into the first half of fiscal 2025 before increasing in the second half of fiscal 2025 and first half of fiscal 2026 due primarily to the increasing impact of tariffs.” · word for word

Consumer spending decline and inventory risk

“declines in consumer spending and the associated increased inventory risk” · word for word

Dependence on a small number of customers

“dependence on a small number of customers for a significant portion of our business” · word for word

Tariff and input cost inflation risk: guidance assumes existing tariffs and inflation in select commodities, with no tariff refunds included.

“The outlook incorporates current assumptions regarding... existing tariffs, and inflation in select commodities... excludes any potential impacts from... tariff refunds.”

Competitive retail environment and value-oriented consumer may pressure pricing and margins.

“The outlook incorporates current assumptions regarding a competitive and promotional retail environment, a value-oriented consumer.” · word for word

Seasonal garden business concentration: much of garden season remains ahead, creating execution risk.

“While much of the garden season remains ahead of us...” · word for word

Distribution JV with Phillips introduces execution risk and potential dilution of control (80% owned by Phillips).

“Central will retain a 20% ownership stake, while Phillips and its existing investors will hold the remaining 80%.” · word for word

Tariff and trade war impact on inflation and margins

“the continued imposition of tariffs and a global trade war could result in higher inflation as the year progresses.” · word for word

Consumer spending decline and inventory risk

“declines in consumer spending and the associated increased inventory risk” · word for word

Customer concentration and retail consolidation

“dependence on a small number of customers for a significant portion of our business; consolidation trends in the retail industry” · word for word

Supply chain and raw material cost volatility

“fluctuations in market prices for seeds and grains and other raw materials, including the impact of significant declines in grass seed market prices on our inventory valuation” · word for word

Sales decline driven by shipment timing and portfolio rationalization may indicate underlying demand weakness.

“Net sales down 5.9% YoY; Garden segment operating loss.”

Competitive retail environment and value-oriented consumer behavior could pressure future sales.

“Outlook incorporates assumptions regarding a competitive and promotional retail environment, value-oriented consumer behavior.”

Tariff and commodity inflation risks could impact margins.

“Outlook incorporates current tariffs and inflation in select commodity categories.”

Consumer demand pressure

“In fiscal 2025, the Company continued to face a difficult environment, including heightened macroeconomic uncertainties and tariffs, plus changing consumer behavior – with ongoing expansion in ecommerce, offset by softer demand, reflecting the impact of inflation and pressure on consumer confidence.” · word for word

Tariff cost exposure

“In fiscal 2025, the Company continued to face a difficult environment, including heightened macroeconomic uncertainties and tariffs” · word for word

Concentrated voting control

“William E. Brown ... Percent of Total Voting Power 56.3”

Tariff Exposure

“In fiscal 2025, less than 15% of our cost of goods sold was from products or materials sourced from outside the United States, primarily from China, Brazil and Mexico.” · word for word

Customer Concentration

“Walmart, our largest customer, accounted for approximately 17% of total net sales in fiscal 2025 ... Together with Costco, Lowe's and Amazon these major retailers represented approximately 54% of total net sales in fiscal 2025” · word for word

Commodity Price Volatility

“Beginning in fiscal 2023, there has been a prolonged oversupply of grass seed, which has resulted in a significant decline in market prices. As a result of this decline, in fiscal 2024, we incurred an approximately $15-$20 million charge to write-down the value of our grass seed inventory.” · word for word

Weather/Seasonality Risk

“In fiscal 2025, approximately 64% of our Garden segment’s net sales and 57% of our total net sales occurred during our second and third fiscal quarters.” · word for word

Litigation Risk

“judgment was entered on October 17, 2025 in the amount of $7.2 million, including prejudgment interest. The Company intends to appeal the judgment” · word for word

Tariff impact on gross margin partially offset by productivity

“Improved productivity during the year also helped offset the initial impact of tariffs” · word for word

Increased leverage from new credit agreement may raise financial risk.

“Item 2.03: Creation of a Direct Financial Obligation.” · word for word