Slides
Page 1
Investor Presentation Q 4 a n d F Y 2 0 2 5 F i n a n c i a l r e s u l t s F e b . 2 6 , 2 0 2 6
Page 2
Safe harbor & Non-gaap measures Forward-Looking Statements This presentation contains statements by Celsius Holdings, Inc. (“Celsius Holdings”, “we”, “us”, “our” or the “Company”) that are not historical facts and are considered forward -looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward -looking statements may address, among other thing s, our prospects, plans, business strategy and expected financial and operational results. You can identify these statements by the use of words such as “anticipate,” “believe,” “could,” “estimat e,” “expect,” “intend,” “may,” “should,” “will,” “would”, ”could”, ”project”, ”plan”, “potential”, ”designed”, “seek”, “target”, variations of these terms, the negatives of such terms and similar expressions. Th ese statements are based on certain assumptions that we have made in light of our experience in the industry as well as our perceptions of historical trends, current conditions, expected future developments and other factors we believe are appropriate in these circumstances. These forward - looking statements are based on our current expectations and beliefs concerning future developments and their potential effec t on us. You should not rely on forward -looking statements because our actual results may differ materially from those indicated by forward -looking statements as a result of a number of important factors. T hese factors include, but are not limited to: changes to our commercial agreements with PepsiCo, Inc.; management’s plans and objectives for international expansion and global operations; general economic and business conditions; our business strategy for expanding our presence in our industry; our expectations of revenue; operating costs and profitability; our expectations regarding our strategy and investm ents; our ability to successfully integrate business that we may acquire, including Alani Nutrition LLC (“Alani Nu”) and Rockstar Energy; our ability to achieve the benefits that we expect to realize as a result of our acquisitions, including Alani Nu and Rockstar Energy; the potential negative impact on our financial condition and results of operations if we fail to achieve the benefits that we expect to realize as a result of our business acquisitions, including Alani Nu and Rockstar Energy; liabilities of the businesses that we acquire that are not known to us; our expectations regarding our business, including market opportunity, c onsumer demand and our competitive advantage; anticipated trends in our financial condition and results of operation; the impact of competition and technology change; existing and future regulations affectin g our business; the Company’s ability to comply with the rules and regulations of the Securities and Exchange Commission (the “SEC”);and those other risks and uncertainties discussed in our most recently filed A nnual Report on Form 10-K and in our other reports filed with the Securities and Exchange Commission, including our Quarterly Reports on Form 10 -Q and Current Reports on Form 8 -K. Forward-looking statements speak only as of the date the statements were made. We do not undertake any obligation to update forward-looking information, except to the extent required by applicable law. Use of Non-GAAP Measures Celsius defines Adjusted EBITDA as net income before net interest (expense) income, income tax expense (benefit), and depreci ation and amortization expense, further adjusted by excluding stock -based compensation expense, foreign exchange gains or losses, distributor termination fees, legal settlement costs, reorganization costs, acquisition costs, penalties, and inventory step -up adjustment. Adjusted EBITDA Margin is the ratio between the company’s Adjusted EBITDA and net revenue, expressed as a percentage. Adjusted diluted earnin gs per share is GAAP diluted earnings per share net of add backs and deductions for distributor termination, legal settlement costs, reorganization costs, acquisitions and integration costs, penalties, and inventory step-up adjustment. Adjusted SG&A is GAAP SG&A adjusted for acquisition costs. SG&A as a % of revenue is the ratio between Adjusted SG&A and net revenue. Adjusted EBITDA, Adjusted EBITDA Margin, Ad justed diluted earnings per share, Adjusted SG&A, and Adjusted SG&A as a percentage of revenue are non -GAAP financial measures.Celsius uses Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted diluted earnings per share, Adjusted SG&A, and Adjusted SG&A as a perc entage of revenue for operational and financial decision -making and believes these measures are useful in evaluating its performance becau se they eliminate certain items that management does not consider indicators of Celsius’ operating performance. Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted diluted earnings per share, Adjusted SG&A, and Adjusted SG&A as a percentage of revenue may also be used by many of Celsius’ investors, securities analysts, and other interested parties in evaluating its operational and financial performance across reporting periods. Celsius believes that the presentation of Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted diluted earnings per share, Adjusted SG&A, and Adjusted SG&A as a percentage of revenue, pro vides useful information to investors by allowing an understanding of measures that it uses internally for operational decision -making, budgeting and assessing operating performance.Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted diluted earnings per share, Adjusted SG&A, and Adjusted SG&A as a percentage of revenue are not recognized terms under GAAP and should not be considered as a substitute for net income or any other financial measure presented in accordance with GAAP. Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as substitutes for analysis of Celsius’ results as reported under GAAP. Celsius strongly encourages investors to review its financial statements and publicly filed reports in their entirety and not to rely on any single finan cial measure.Because non-GAAP financial measures are not standardized, Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted diluted earnings per share. Adjusted SG&A, and Adjusted SG&A as percentage of revenue as def ined by Celsius, may not be comparable to similarly titled measures reported by other companies. It therefore may not be possible to compare Celsius’ use of these non -GAAP financial measures with those used b y other companies. Industry and Market Data Unless otherwise indicated, information contained in this presentation concerning our industry, competitive position and the markets in which we operate is based on information from independent industry and research organizations, other third -party sources and management estimates. Management estimates are derived from publicly avail able information released by third -party sources, as well as data from our internal research, and are based on assumptions made by us upon reviewing such data, and our experience in, and knowledge of, such industry and markets, which we believe to be reasonable, but we have not independently verified the accuracy of this information. Any industry forecasts are based on data (including third -party data), models and experience of various professionals and are based on various assumptions, all of which are subject to change without notice. In addition, projections, assumptions and estimates of the fu ture performance of the industry in which we operate and our future performance are necessarily subject to uncertainty and risk due to a variety of factors, including those described in “Forward -Looking Statements.” These and other factors could cause results to differ materially from those expressed in the estimates made by the independent parties and by us. 2
Page 3
C O N F I D E N T I A L | P R E S E N T A T I O N S P E C I F I C N A M E ~20% 2025 ENERGY DRINK MARKET SHARE +8% SHARE VS. A YEAR AGO 99.5% ACV 250k+ TRACKED U.S. RETAIL OUTLETS SOLD IN OVER ANNUAL U.S. RETAIL SALES GROWTH PORTFOLIO IN RTD ENERGY ENERGY PORTFOLIO IN THE U.S. Source: All Figures Representative of Total CELH Portfolio; Circana TOTAL US MULO+ w/C Calendar Year 2025 Ending 12-28-25 A LEADING ENERGY POWERHOUSE $5.2B #2 #3 3
Page 4
A LEADING portfolio of category-defining brands 4 TOTAL energy PORTFOLIO PREMIUM BRANDS FUNCTIONAL ingredients 4
Page 5
1 2 3 C E L S I U S H O L D I N G S , I N C . | C A G N Y I N V E S T O R P R E S E N TA T I O N 4 5 WE OPERATE IN A RAPIDLY GROWING CATEGORY WE ARE CAPITALIZING ON EVOLVING CONSUMER TRENDS THAT ARE DRIVING INCREASED DEMAND WE HAVE A LEADING TOTAL ENERGY PORTFOLIO THAT IS POSITIONED TO WIN WE HAVE AN EVOLVED, SCALED OPERATING MODEL WE ARE WELL POSITIONED FOR CONTINUED GROWTH & IMPROVING PROFITABILITY 5 WHY CELSIUS HOLDINGS
Page 6
Proven growth strategy with disciplined execution PLACES OFTENPEOPLE Executing our growth strategy in an evolved way MORE MORE MORE 6
Page 7
7 1. Consolidated revenue of $2,515 million (+86% YoY) driven primarily by record Alani Nu sales of $1,002 million since acquisition and contributions from CELSIUS and Rockstar Energy. 2. Achieved #2 growth portfolio in RTD Energy.1 3. Combined portfolio held 20% dollar share of the U.S. energy drink market in tracked channels.1 4. Portfolio retail sales increased 22% YoY , driven primarily by Alani Nu’s 101% growth.1 5. Rockstar Energy’s integration is progressing smoothly, with completion expected in the first half of 2026. 6. Celsius Holdings now operates two distinct billion-dollar brands, underscoring the scale, durability, and expanding reach of our portfolio. 7. Alani Nu’s transition into Pepsi’s DSD network is substantially complete, resulting in record ACV distribution for the brand. FY 2025 key messages 1. Circana Total US MULO+ w/C L52W ended 12/28/25, RTD Energy
Page 8
8 Q4 and Fy 2025 financial Results Summary Financials (millions except for percentages & EPS) 4Q 2025 4Q 2024 Change FY 2025 FY 2024 Change Revenue $721.6 $332.2 117% $2,515.3 $1,355.6 86% North America $699.5 $311.9 124% $2,422.5 $1,280.9 89% International $22.1 $20.3 9% $92.8 $74.7 24% Gross Margin 47.4% 50.2% -280 BPS 50.4% 50.2% +20 BPS Net Income (LOSS) $24.7 $(18.9) — $108.0 $145.1 (26)% Net Income (LOSS) att. to Common Shareholders $9.1 $(25.8) — $63.8 $107.5 (41)% Diluted EPS $0.04 $(0.11) — $0.25 $0.45 (44)% Adjusted Diluted EPS $0.26 $0.14 86% $1.34 $0.70 91% Adjusted EBITDA $134.1 $62.9 113% $619.6 $255.7 142%
Page 9
$0.19 $0.25 $0.27 $0.29 $0.40 $0.55 $0.64 $0.61 $0.66 $0.73 $0.69 $0.63 $0.64 $1.19 $1.27 $1.30 $0.00 $0.20 $0.40 $0.60 $0.80 $1.00 $1.20 $1.40 Q1 2022 Q2 2022 Q3 2022 Q4 2022 Q1 2023 Q2 2023 Q3 2023 Q4 2023 Q1 2024 Q2 2024 Q3 2024 Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 Billions 24% 27% 25% 22% 23% 28% 37% 41% 46% 44% 16% 4% 0% 26% 32% 33% 0% 5% 10% 15% 20% 25% 30% 35% 40% 45% 50% Q1 2022 Q2 2022 Q3 2022 Q4 2022 Q1 2023 Q2 2023 Q3 2023 Q4 2023 Q1 2024 Q2 2024 Q3 2024 Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 9 Celsius holdings is growing the energy drink Category CELH RETAIL SALES ACROSS TRACKED CHANNELS1,2 (MULO+ W/C | BILLIONS) CELH CONTRIBUTION TO CATEGORY GROWTH1,2 (MULO+ W/C) NOTES: 1. Circana US MULO+ W/C, CELSIUS INC RTD Energy by 13W Periods 2022 -2025, ended 12/28/25 2. Includes Alani Nu retails sales since acquisition date of 4/1/25 and Rockstar retail sales since acquisition date of 8/28/25 Acquired Alani Nu Acquired Rockstar Energy
Page 10
BRAND* 2025 SHare1 35.9 27.3 11.0 6.4 3.2 3.1 2.4 2.3 2.0 1.4 $183 $192 $213 $345 $358 $372 $389 $388 $403 $433 $408 $391 $393 $0 $50 $100 $150 $200 $250 $300 $350 $400 $450 $500Millions NOTES: 1. Circana Total US MULO+ W/C, RTD Energy, L52W ended 12/28/25 2. Includes Alani Nu retails sales since acquisition date of 4/1/25 and Rockstar retail sales since acquisition date of 8/28/25 CELSIUS HOLDINGS Retail sales *Third-party brand names, logos, and trademarks appearing in this presentation are the property of their respective owners. Their use is for informational and comparative purposes only and does not imply endorsement , affiliation, or sponsorship by or with Celsius Holdings, Inc. CELH MULO+ W/C RETAIL DOLLAR SALES LAST 13 PERIODS1,2 10
Page 11
11 Energy mulo+ w/c dollar share 43.9 42.4 41.6 40.3 38.9 37.2 35.9 35.7 35.1 34.9 34.7 34.4 34.0 32.9 32.9 33.9 38.0 38.4 38.4 39.0 36.9 36.7 35.9 36.2 35.6 36.2 36.4 37.5 37.0 36.7 35.0 34.8 4.6 5.0 5.4 6.1 8.1 9.6 11.1 11.3 12.2 12.2 11.7 10.9 10.8 17.2 18.3 19.9 0.0 5.0 10.0 15.0 20.0 25.0 30.0 35.0 40.0 45.0 50.0 Q1 2022 Q2 2022 Q3 2022 Q4 2022 Q1 2023 Q2 2023 Q3 2023 Q4 2023 Q1 2024 Q2 2024 Q3 2024 Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 TOP 3 PORTFOLIO $ SHARE OF MULO+ W/C BY QUARTER 2022-PRESENT1,2 MONSTER (PORTFOLIO) RED BULL CELH (PORTFOLIO) NOTES: 1. Circana Total US MULO+ W/C dollar share of RTD Energy by quarter ended 12/28/25 2. Includes Alani Nu retails sales since acquisition date of 4/1/25 and Rockstar retail sales since acquisition d ate of 8/28/25
Page 12
12 CELSIUS HOLDINGS Consolidated revenue NOTES 1. Acquired Alani Nu 4/1/25 2. Acquired Rockstar Energy in U.S. and Canada 8/28/25 $123M $145M $180M $169M $249M $311M $371M 333M $340M $382M $247M $312M $307M $714M $702M $700M $10M $9M $9M $9M $11M $15M $14M $15M $16M $20M $19M $20M $23M $25M $23M $22M $0M $100M $200M $300M $400M $500M $600M $700M $800M Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 2022 2023 2024 2025 North America INTL.
Page 13
13 Gross profit & Adjusted Ebitda Margin 21.2% 0% 10% 20% 30% 40% 50% 60% GROSS PROFIT MARGIN ADJ EBITDA MARGIN FY 24 1Q 25 2Q 25 3Q 25 51.3% 4Q 25 18.6% 51.5% 47.4% FY 25 50.4% PERCENTAGES REPRESENT QUARTERLY AND FULL YEAR PERCENTAGE OF REVENUE 50.2% 18.9% 52.3% 28.4% 28.4% NOTE 1. For GAAP to non-GAAP Adjusted EBITDA schedules for previous quarters, refer to prior investor presentations accessible at https://ir.celsiusholdingsinc.com 24.6%
Page 14
14 non-gaap ebitda schedule (Figures in thousands) Three months ended December 31, Twelve months ended December 31, 2025 2024 2025 2024 Net income (GAAP measure) $ 24,739 $ (18,876) $ 107,999 $ 145,074 Add back/(Deduct): Net interest (expense) income 8,300 (7,864) 27,892 (39,263) Provision for income taxes (2,133) 8,659 17,034 49,976 Depreciation and amortization expense 8,935 2,385 29,451 7,274 Non-GAAP EBITDA 39,841 (15,696) 182,376 163,061 Stock-based compensation1 9,203 5,905 28,050 19,591 Foreign exchange (969) 1,378 (1,431) 1,734 Reorganization Costs2 — 5,965 482 5,965 Acquisition & Integration Costs3 5,235 2,008 59,524 2,008 Penalties4 — 9,350 710 9,350 Inventory step-up adjustment5 — — 22,448 — Distributor Termination6 80,754 — 327,461 — Legal Settlement Costs7 — 54,005 — 54,005 Non-GAAP Adjusted EBITDA $ 134,064 $ 62,915 $ 619,620 $ 255,714 Non-GAAP Adjusted EBITDA Margin 18.6 % 18.9 % 24.6% 18.9% 1 Selling, general and administrative expenses related to employee non-cash stock-based compensation expense. Stock-based compensation expense consists of non-cash charges for the estimated fair value of unvested restricted share unit and stock option awards granted to employees and directors. The Company believes that the exclusion provides a more accurate comparison of operating results and is useful to investors to understand the impact that stock-based compensation expense has on its operating results. 2 Impairment charges for the Fast brand in the EMEA region. 3 Fees and professional services related to acquisition activity. 4 Accrued expense for the quarter ended March 31, 2025, related to contractual co-packer obligations. 5 Non-cash inventory valuation step-up from the Alani Nu and Rockstar acquisitions which was recognized as an adjustment to the cost of revenue in the quarters ended June 30, 2025, and September 30, 2025. 6 Distributor termination expense accrued for the quarters ended September 30, 2025 and December 31, 2025. 7 2024 accrued expense for estimated liability in with connection with certain ongoing litigation for the quarter ended December 31, 2024. 2024 accrued expense for SEC settlement during the quarter ended December 31, 2024. 8 Add backs and deductions are net of their respective impacts from tax and reallocation of earnings to participating securities. The total tax effect of the adjusted items for the year ended December 31, 2025 was $(1.09) per diluted share, which includes the tax effect of deductible acquisition costs, distributor termination, and inventory step-up adjustments. The total tax effect of the adjusted items for the three months ended December 31, 2025 was $(0.22) per diluted share. Tax effects are determined based on the tax treatment of the related item, the incremental statutory rate of the jurisdictions pertaining to the adjustment, and their effects on pre-tax income (loss).
Page 15
15 non-gaap eps schedule Three months ended Twelve months ended December 31, December 31, 2025 2024 2025 2024 Diluted Earnings per share (GAAP measure) $0.04 $(0.11) $0.25 $0.45 Add back/(Deduct)8: Reorganization Costs2 — 0.05 — 0.05 Acquisition and Integration Costs3 0.01 0.01 0.16 0.01 Penalties4 — 0.03 — 0.03 Inventory step-up adjustment5 — — 0.06 — Distributor Termination6 0.21 — 0.87 — Legal Settlement Costs7 — 0.16 — 0.16 Non-GAAP Diluted Earnings per share $0.26 $0.14 $1.34 $0.70 1 Selling, general and administrative expenses related to employee non-cash stock-based compensation expense. Stock-based compensation expense consists of non-cash charges for the estimated fair value of unvested restricted share unit and stock option awards granted to employees and directors. The Company believes that the exclusion provides a more accurate comparison of operating results and is useful to investors to understand the impact that stock-based compensation expense has on its operating results. 2 Impairment charges for the Fast brand in the EMEA region. 3 Fees and professional services related to acquisition activity. 4 Accrued expense for the quarter ended March 31, 2025, related to contractual co-packer obligations. 5 Non-cash inventory valuation step-up from the Alani Nu and Rockstar acquisitions which was recognized as an adjustment to the cost of revenue in the quarters ended June 30, 2025, and September 30, 2025. 6 Distributor termination expense accrued for the quarters ended September 30, 2025 and December 31, 2025. 7 2024 accrued expense for estimated liability in with connection with certain ongoing litigation for the quarter ended December 31, 2024. 2024 accrued expense for SEC settlement during the quarter ended December 31, 2024. 8 Add backs and deductions are net of their respective impacts from tax and reallocation of earnings to participating securities. The total tax effect of the adjusted items for the year ended December 31, 2025 was $(1.09) per diluted share, which includes the tax effect of deductible acquisition costs, distributor termination, and inventory step-up adjustments. The total tax effect of the adjusted items for the three months ended December 31, 2025 was $(0.22) per diluted share. Tax effects are determined based on the tax treatment of the related item, the incremental statutory rate of the jurisdictions pertaining to the adjustment, and their effects on pre-tax income (loss).