Slides
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Primo Brands Hydrating a Healthy AmericaTM 2nd Quarter 2025 Results August 7, 2025
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Safe Harbor Statement This presentation contains forward-looking statements and forward-looking information within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 conveying management’s expectations as to the f uture based on plans, estimates and projections at the time Primo Brands makes the statements. Forward- looking statements involve inherent risk s and uncertainties and Primo Brands cautions you that several important factors could cause actual results to differ materially from those contained in any such forward-looking statement. You can identify forward- looking statements by words such as “may,” “will,” “would,” “should,” “could,” “expect,” “aim,” “anticipate,” “believe,” “estimate,” “intend,” “plan,” “predict,” “project,” “seek, ” “potential,” “opportunities,” and other similar expressions and the negatives of such expressions. However, not all forward- looking statements contain these words. The forward- looking statements contained in this presentation include, but are not limited to, statements regarding future f inancial and operating trends and results (including Primo Brands' 2025 outlook), our industry and competitive position, anticipated insurance cover age, anticipated synergies and other benefits as well as anticipated costs from the business combination of BlueTriton and Primo Water. The forward- looking statements are based on assumptions regarding management’s current plans and estimates. Management believes these ass umptions to be reasonable, but there is no assurance that they will prove to be accurate. Factors that could cause actual results to differ materially from those described in this presentation include, among others: our ability to manage our expanded operations following the business combination; we have no operating or financial history as a combined company; we face significant competition in the segment in which we operate; our success depends, in part, on our intellectual property; we may not be able to consummate acquisitions, or acquisitions may be difficult to integrate, and we may not realize the expected benefits; our business is dependent on our ability to maintain access to our water sources; our ability to respond successfully to consumer trends r elated to our products; the loss or reduction in sales to any significant customer; our packaging supplies and other costs are s ubject to price increases; the affiliates of One Rock Capital Partners, LLC own a significant amount of the voting power of the Company, and their inter ests may conflict with or differ from the interests of other stockholders; legislative and executive action risks; risks related to sustainability matters; costs to comply with developing laws and regulations, including those surrounding the production and use of plastics, as well as relat ed litigation relating to plastics pollution; our products may not meet health and safety standards or could become contaminated, and we could be liable for injury, illness, or death caused by consumption of our products; and risks associated with our substantial indebtedness. The foregoing list of factors is not exhaustive. Readers are cautioned not to place undue reliance on any forward- looking statements, which speak only as of the date hereof. Readers are urged to carefully review and consider the various disclosures, inc luding but not limited to risk factors contained in Primo Brands' Annual Report on Form 10- K and its quarterly reports on Form 10- Q, as well as other filings with the securities commissions. Primo Brands does not undertake to update or revise any of these statements considering new information or future events, except as expressly required by applicable law. Non-GAAP Measures To supplement its reporting of financial measures determined in accordance with generally accepted accounting principles in t he United States ("GAAP"), Primo Brands utilizes certain non- GAAP financial measures. Primo Brands utilizes organic net sales grow th (which excludes the impact of acquisitions). Primo Brands also utilizes normalized Net Sales, Adjusted net income (loss), Adjusted net income (loss) per diluted share, Adjusted EBITDA, Adjusted EBITDA margin, net debt (as defined in the Appendix), free cash fl ow, adjusted free cash flow, net leverage ratio, interest coverage ratio, adjusted EBITDA to adjusted free cash flow conversion ratio (“Convers ion Ratio”) to separate the impact of certain items from the underlying business. Because Primo Brands uses these adjusted financi al results in the management of its business, management believes this supplemental information is useful to investors for their independent ev aluation and understanding of Primo Brands' underlying business performance and the performance of its management. Adjusted EBI TDA margin is defined as Adjusted EBITDA divided by net sales. Conversion Ratio is defined as adjusted EBITDA divided by adjusted free cash flow. See Appendix for definitions of additional non-GAAP metrics. Additionally, Primo Brands supplements its reporting of net cas h provided by (used in) operating activities from continuing operations determined in accordance with GAAP by excluding additions to proper ty, plant and equipment and additions to intangible assets to present free cash flow, and by excluding the additional items ident ified on the exhibits hereto to present adjusted free cash flow, which management believes provides useful information to investors in assessing our p erformance, comparing Primo Brands' performance to the performance of the Company’s peer group and assessing the Company’s ability to service debt and finance strategic opportunities, which include investing in Primo Brands' business, making strategic acquisi tions, paying dividends, and strengthening the balance sheet. To aid investors and analysts with year-over-year comparability, the Company has also presented certain of these non- GAAP financial measures on a "Combined " basis. Combined non-GAAP financial measures include results for both BlueTriton and Primo Water on a combined basis inclusive of periods prior to the business combination. Information presented on a combined basis does not ref lect any pro forma adjustments or other adjustments for costs related to integration activities, cost savings or synergies that hav e been or may be achieved if the business combination occurred on January 1, 2024, other than to reflect the difference in Primo Water's fiscal y ear-end, and the impact of the accounting conformity adjustments. The Company has also presented certain of these non- GAAP financial measures on a "Comparable” basis, which excludes the impact of the exited Eastern Canadian operations from the Combined measures, and the effect of the "leap-year" day. The non-GAAP financial measures described above are in addition to, and not meant to be considered superior to, or a substitute for, Primo Brands' financial statements prepared in accordance with GAAP. Non- GAAP financial measures have limitations in that t hey do not reflect all of the amounts associated with the Company's results of operations as determined in accordance with GAAP. Also, other companies might calculate these measures differently. Investors are encouraged to review the reconciliations of the non- GAAP financial measures to their most directly comparable GAAP measures included in this presentation and the accompanying tables. In additi on, the non-GAAP financial measures included in this presentation reflect management's judgment of particular items, and may be different from, and therefore may not be comparable to, similarly titled measures reported by other companies. We have not reconciled our Adjusted EBITDA and Adjusted Free Cash Flow guidance to GAAP net income or loss and cash flows from o perations, respectively, because we do not provide guidance for such GAAP measures due to the uncertainty and potential variabil ity of certain adjusting items, including stock-based compensation expense, acquired intangible assets and related amortization and inc ome taxes. Because such items cannot be provided without unreasonable efforts, we are unable to provide a reconciliation of t he non-GAAP financial measure guidance to the corresponding GAAP measure. However, such items could have a significant impact on our future GAAP net income or loss and GAAP net income or loss margin. Additionally, we have not reconciled our long- term organic net sales growth algorithm to GAAP net sales, because we do not provide guidance for such GAAP measures due to the uncertainty and potential v ariability of net sales from acquisitions, which is a reconciling item between organic net sales growth and net sales growth. Because this item cannot be provided without unreasonable efforts, we are unable to provide a reconciliation of the non- GAAP financial measure guidance to the corresponding GAAP measure. Additionally, we have not reconciled our long-term organic net sales growth algorithm to GAAP net sales, because we do not provi de guidance for such GAAP measures due to the uncertainty and potential variability of net sales from acquisitions, which is a reconciling item between organic net sales growth and net sales growth. Because this item cannot be provided without unreasonable efforts, we are unable to provide a reconciliation of the non-GAAP financial measure guidance to the corresponding GAAP measure. Market and Industry Data This presentation makes statements regarding the market and industry in which Primo Brands operates, including the size of such market, the anticipated growth of such market and the position of Primo Brands in, and share of, such market. Primo Brands and t heir respective affiliates, directors, officers, advisors and employees have not verified any of the market and industry data and statements, and neither Primo Brands, nor any of their respective affiliates can guarantee the accuracy or completeness of this information. Y ou are cautioned not to give undue weight to such information. 2 Cautionary Statements Disclaimer
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David Hass Chief Financial Officer Robbert Rietbroek Chief Executive Officer • Business Update • Q2 2025 Financials • Closing Remarks • Q&A AGENDA Today's Presenters
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Hawkins Tornado Impact 4 • Primary factory supporting our Ozarka brand and other products in the Southern region • Approximately $26 million dollar impact to Q2 Net Sales • Facility is back online resuming full operations • Insurance will largely cover capital expenditures for repairs
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Weekend and Holiday Route Delivery Bottle Recovery Customer Service Promotions and Retention Discounts Operations UpdateRecovery ActionsRoute OptimizationLogistics PlanningProduct Supply Direct Delivery (Home and Office) Recovery and Return to Growth 5 Harmonizing Preventative Maintenance Process Strategically Added Additional Product Supply New Shift Training and Ramp Up Optimizing Transportation Network Private Fleet Expansion Alignment with Adjusted Production Schedules Enhancements to Handhelds and Systems Route Engineering Post Implementation Optimization Revised Urgency Routing Process Branch Recovery Reviews Decreased Call Center Activity Product Supply Inventory Levels Normalizing Improving Delivery Success Rate
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Tariff Implications on our Water Dispenser Business 6 • Increased retailer order uncertainty on purchases • Worked with suppliers on promotional spending • Tariff exposure concentrated in our Water Dispenser business • Water Dispensers are approximately 1%1 of total Net Sales • 98% of Primo Brands company wide Net Sales are U.S. based Tariff Implications Total Water Dispenser Unit Sell-In (in thousands) 1. Calculation as of 6.30.25 2. Dispenser sell-in represents the dispenser units sold to retailers
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Premium Channel Continues to Shine 7 • Hot Springs, Arkansas • Broke ground in Q2 2025 • Anticipated completion by 1H 2026 • Expected to mitigate current supply constraints • Expanded Mountain Valley and Saratoga PET offerings • Fueled Q2 2025 total points of distribution growth • 44.2% Q2 Net Sales year-over-year growth New Mountain Valley FacilityPremium Channel Results
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• 1H 2025 Comparable Net Sales growth of 0.1%, composed of 0.1% volume and 0.0% price / mix • 1H 2025 Comparable Adj. EBITDA margin of 21.2% (120 bps increase vs. prior year) 8 • Q2 2025 Comparable Net Sales decline of -2.5%, composed of -2.3% volume and -0.2% price / mix • Q2 Comparable Adj. EBITDA margin of 21.2% (80 bps increase vs. prior year) (in millions) Q2 2025 Comparable Highlights1 Primo Brands Q2 2025 Financial Summary Comparable Results 1. Inclusive of accounting policy and fiscal year conformity adjustments and the impact of the exited Eastern Canadian operations. See appendix to this presentation for additional information and reconciliations. See slide 2 and 17 for definitions and meanings. See appendix to this presentation for additional information and reconciliations. Comparable Results1 Q2 2025 Q2 2024 Change Net Sales $1,730.1 $1,775.0 -2.5% Adj. EBITDA $366.7 $362.0 1.3% Adj. EBITDA Margin % 21.2% 20.4% 80 bps Comparable Results1 1H 2025 1H 2024 Change Net Sales $3,340.2 $3,337.8 0.1% Adj. EBITDA $708.2 $666.7 6.2% Adj. EBITDA Margin % 21.2% 20.0% 120 bps 1H 2025 Comparable Highlights1 Reported Results 1H 2025 1H 2024 Change Net Sales $3,343.8 $2,450.2 36.5% Adj. EBITDA $708.2 $475.7 48.9% Adj. EBITDA Margin % 21.2% 19.4% 180 bps Reported Results Q2 2025 Q2 2024 Change Net Sales $1,730.1 $1,314.4 31.6% Adj. EBITDA $366.7 $258.0 42.1% Adj. EBITDA Margin % 21.2% 19.6% 160 bps
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9 1st Half 2025 Channel Net Sales Results Financial Performance - Comparable Results Channel 1H 2025 1H 2024 % Change Regional Spring Water $ 1,669.2 $ 1,694.7 -1.5% Purified Water $ 1,057.2 $ 1,062.0 -0.5% Premium Water $ 161.4 $ 110.3 46.3% Other Water1 $ 69.2 $ 64.6 7.1% Other2 $ 383.2 $ 406.2 -5.7% Total $ 3,340.2 $ 3,337.8 0.1% Channel 1H 2025 1H 2024 % Change Direct Delivery $ 1,317.2 $ 1,322.1 -0.4% Grocery $ 671.3 $ 672.2 -0.1% Club $ 531.0 $ 547.0 -2.9% Mass $ 414.2 $ 405.2 2.2% Away from Home $ 241.2 $ 245.4 -1.7% Emerging - Specialty & Other3 $ 165.3 $ 145.9 13.3% Total $ 3,340.2 $ 3,337.8 0.1% Net Sales by Water Type Net Sales by Trade Type 1H 25 Water Type Net Sales Mix 1H 25 by Trade Type Net Sales Mix (in millions) (in millions) 1. Other Water includes flavored beverages, and non-core water brands, including private label. 2. Other includes fees, rents, coffee, Talking Rain co-pack business, and all other non-beverage sales. 3. Emerging - Specialty & Other is comprised of all other retail channels such as Home Improvement, Natural Foods, Redistribution, Office, etc. See appendix to this presentation for additional information and reconciliations.
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10 Q2 2025 Net Sales by Channel Results Financial Performance - Comparable Results Channel Q2 2025 Q2 2024 % Change Regional Spring Water $ 875.1 $ 901.7 -2.9% Purified Water $ 545.6 $ 567.7 -3.9% Premium Water $ 87.5 $ 60.7 44.2% Other Water1 $ 35.2 $ 37.3 -5.6% Other2 $ 186.7 $ 207.6 -10.1% Total $ 1,730.1 $ 1,775.0 -2.5% Channel Q2 2025 Q2 2024 % Change Direct Delivery $ 666.5 $ 686.1 -2.9% Grocery $ 345.0 $ 351.6 -1.9% Club $ 281.1 $ 297.5 -5.5% Mass $ 217.9 $ 219.8 -0.9% Away from Home $ 133.3 $ 138.6 -3.8% Emerging - Specialty & Other3 $ 86.3 $ 81.4 6.0% Total $ 1,730.1 $ 1,775.0 -2.5% Net Sales by Water Type Net Sales by Trade Type Q2 25 Water Type Net Sales Mix Q2 25 by Trade Type Net Sales Mix (in millions) (in millions) 1. Other Water includes flavored beverages, and non-core water brands, including private label. 2. Other includes fees, rents, coffee, Talking Rain co-pack business, and all other non-beverage sales. 3. Emerging - Specialty & Other is comprised of all other retail channels such as Home Improvement, Natural Foods, Redistribution, Office, etc. See appendix to this presentation for additional information and reconciliations.
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11 Estimated Cost Synergy Opportunity 1. Operations • Optimization of manufacturing locations, routes, branches and inventory management • Brand portfolio alignment opportunity 2. Procurement • Improvement of manufacturing efficiencies and leveraging operating resources • Optimization of direct material procurement 3. IT/ERP • Optimization of IT systems • Opportunity for Primo Water to leverage BlueTriton's newly implemented ERP system 4. Call Center • Alignment of call center operating model 5. SG&A • Optimization of systems and processes across key functional areas Functional Areas Identified Opportunities
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Cost of Debt Capital 3,4 5.92% Weighted average interest rate on debt 121 Ratio of principal balance of total indebtedness, less unrestricted cash over Combined Adj. EBITDA for the trailing- twelve months ending June 30, 2025. Excludes proforma benefit of synergies. See appendix for additional information and reconciliations . 2 Available liquidity is representative of unrestricted cash plus revolving credit facility availability. Revolving credit facil ity availability is equal to $750.0M less drawn balance (nil as of June 30, 2025), less standby letters of credit ($138.0M as of June 30, 2025). 3 Cost of Debt Capital represents the pre-tax weighted average borrowing rate assuming SOFR at 4.32229% as of 6/30/2025. 4. Excludes Finance Lease Obligations, Other Debt, and Interest Income earned on cash. 5. Remaining 6 months of FY 2025 SOFR +225 bps 3.875% 6.250% 4.375% SOFR +175 bps Secured Maturities Undrawn Revolving Credit Unsecured Maturities ($ in Millions, unless otherwise noted) Net Leverage Ratio 1 3.44x Focused on deleveraging Available Liquidity 2 $1,024M Flexibility in executing strategic initiatives Debt Capital Maturities4 5 Capital Allocation and Treasury Management Liquidity and Debt Capital Structure
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1. Comparison period includes 2024 Combined Financials, less results of exited Eastern Canadian operations. 2025 Net sales are GAAP results. See appendix to this presentation for additional information and reconciliations. See slide 2 and 17 for definitions and meanings. Comparable Results1 Revised 2025 Range ($ in millions) Low High Net Sales Growth 0% 1% Adj. EBITDA $1,485 $1,515 Base CAPEX 4% of Net Sales Adj. Free Cash Flow $740 $760 Primo Water 2025 Financial Outlook 13
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Hydrating a Healthy AmericaTM
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Q&A
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Appendix
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Definitions and Meanings Reported Results - Reflect BlueTriton's financial results plus the addition of legacy Primo Water, following the closing date of the merger, November 8, 2024. Combined Results - Include the combination of legacy Primo Water with BlueTriton for the full calendar year in addition to other conforming accounting adjustments to follow our go-forward accounting policies. Comparable Results - Combined results excluding the impact of the exited Eastern Canadian operations. Normalized Comparable Results - Comparable results excluding the extra day leap-year impact in Q1 2024. 17
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18 Comparable Base Clarification Clarifying Results Attributable to the Exited Eastern Canadian Operations Comparable Base Clarification Source: Primo Brands company information ($ in millions) Q1 24 Q2 24 Q3 24 Q4 24 2024 Q1 25 Net Sales $19.9 $25.6 $23.2 $15.7 $84.4 $3.6 Adjusted EBITDA $(0.6) $2.9 $3.4 $0.3 $6.0 $—
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19 Q2 and 1H 2024 and 2025 Combined and Comparable Net Sales, EBITDA and Adj. EBITDA Non-GAAP Reconciliation - Unaudited 1. Represents the Net sales and the Adjusted EBITDA of Primo Brands obtained from the Q2 2025 Press Release filed August 7, 2025. 2. Represents the Adjusted EBITDA and Net sales of Primo Water Corporation and Primo Brands. Results for Primo Water Corporatio n obtained from the Q2 2024 Form 10- Q filed August 8, 2024. Results for Primo Brands obtained from the Q2 2025 Press Release filed August 7, 2025. 3. Company information. Represents accounting policy adjustments to conform Primo Water Corporation's accounting policies to those of Blue Triton. 4. Company information. Represents adjustments to conform Primo Water Corporation's fiscal year to that of Blue Triton. 5. Company information. Represents impact of the exited Eastern Canadian operations. (in millions of U.S. dollars) For the Three Months Ended For the Six Months Ended June 30, 20251 June 30, 20242 June 30, 20251 June 30, 20242 Primo Brands Corporation Primo Water Corporation Primo Brands Corporation Combined Primo Brands Corporation Primo Water Corporation Primo Brands Corporation Combined Net sales $ 1,730.1 $ 485.0 $ 1,314.4 $ 1,799.4 $ 3,343.8 $ 937.0 $ 2,450.2 $ 3,387.2 Accounting policy conformity adjustments (Net sales)3 — (3.4) — (3.4) — (4.8) — (4.8) Fiscal year conformity adjustment (Net sales)4 — 4.6 — 4.6 — 0.9 — 0.9 Combined Net sales $ 1,730.1 $ 486.2 $ 1,314.4 $ 1,800.6 $ 3,343.8 $ 933.1 $ 2,450.2 $ 3,383.3 Impact of Eastern Canadian operations (Net sales)5 — — (25.6) (25.6) (3.6) — (45.5) (45.5) Comparable Net sales $ 1,730.1 $ 486.2 $ 1,288.8 $ 1,775.0 $ 3,340.2 $ 933.1 $ 2,404.7 $ 3,337.8 Net income from continuing operations $ 30.5 $ 13.3 $ 54.5 $ 67.8 $ 65.2 $ 32.0 $ 88.0 $ 120.0 Interest and financing expense, net 81.9 9.2 86.2 95.4 164.0 19.2 166.1 185.3 Provision for income taxes 16.3 14.0 18.3 32.3 34.0 23.5 29.7 53.2 Depreciation and amortization 145.3 49.7 74.3 124.0 273.9 97.9 149.5 247.4 EBITDA $ 274.0 $ 86.2 $ 233.3 $ 319.5 $ 537.1 $ 172.6 $ 433.3 $ 605.9 Acquisition, integration and restructuring expenses 72.8 13.1 13.2 26.3 112.6 18.4 19.0 37.4 Stock-based compensation costs 12.9 9.5 0.3 9.8 24.9 12.5 0.6 13.1 Unrealized (gain) loss on foreign exchange and commodity forwards, net (0.2) 2.7 1.1 3.8 — 0.8 (2.7) (1.9) Loss on disposal of property, plant and equipment, net 1.9 1.3 0.1 1.4 3.4 2.8 1.7 4.5 Gain on sale of property — — — — — (0.5) — (0.5) Loss on modification and extinguishment of debt — — — — 18.6 — — — Management fees — — 4.8 4.8 — — 14.1 14.1 Purchase accounting adjustments — — — — 1.2 — — — Other adjustments, net 5.3 0.1 5.2 5.3 10.4 0.2 9.7 9.9 Adjusted EBITDA $ 366.7 $ 112.9 $ 258.0 $ 370.9 $ 708.2 $ 206.8 $ 475.7 $ 682.5 Accounting policy conformity adjustments (Adjusted EBITDA)3 — (7.6) — (7.6) — (14.1) — (14.1) Fiscal year conformity adjustment (Adjusted EBITDA)4 — 1.6 — 1.6 — 0.6 — 0.6 Combined Adjusted EBITDA $ 366.7 $ 106.9 $ 258.0 $ 364.9 $ 708.2 $ 193.3 $ 475.7 $ 669.0 Impact of Eastern Canadian operations (Adjusted EBITDA)5 — — (2.9) (2.9) — — (2.3) (2.3) Comparable Adjusted EBITDA $ 366.7 $ 106.9 $ 255.1 $ 362.0 $ 708.2 $ 193.3 $ 473.4 $ 666.7 Adjusted EBITDA margin % 21.2 % 23.3 % 19.6 % 20.6 % 21.2 % 22.1 % 19.4 % 20.1 % Combined Adjusted EBITDA Margin 21.2 % 22.0 % 19.6 % 20.3 % 21.2 % 20.7 % 19.4 % 19.8 % Comparable Adjusted EBITDA Margin 21.2 % 22.0 % 19.8 % 20.4 % 21.2 % 20.7 % 19.7 % 20.0 %
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20 Q1, Q3 and Q4 2024 Combined and Comparable Net Sales, EBITDA and Adj. EBITDA Non-GAAP Reconciliation - Unaudited (in millions of U.S. dollars) For the Three Months Ended For the Period Ended March 31, 20241 September 30, 20242 December 31, 20243 November 8, 20244 December 31, 2024 Primo Water Corporation Primo Brands Corporation Combined Primo Water Corporation Triton Water Parent, Inc. Combined Primo Brands Corporation Primo Water Corporation Combined Net sales $ 452.0 $ 1,135.8 $ 1,587.8 $ 511.4 $ 1,305.1 $ 1,816.5 $ 1,397.2 $ 221.1 $ 1,618.3 Accounting policy conformity adjustments (Net sales)5 (1.4) — (1.4) (2.9) — (2.9) — (0.8) (0.8) Fiscal year conformity adjustment (Net sales)6 (3.7) — (3.7) 4.2 — 4.2 — (8.5) (8.5) Combined Net sales $ 446.9 $ 1,135.8 $ 1,582.7 $ 512.7 $ 1,305.1 $ 1,817.8 $ 1,397.2 $ 211.8 $ 1,609.0 Impact of Eastern Canadian operations (Net sales)7 — (19.9) (19.9) — (23.2) (23.2) (15.7) — (15.7) Comparable Net sales $ 446.9 $ 1,115.9 $ 1,562.8 $ 512.7 $ 1,281.9 $ 1,794.6 $ 1,381.5 $ 211.8 $ 1,593.3 Net income (loss) from continuing operations $ 18.7 $ 33.5 $ 52.2 $ 38.2 $ 53.3 $ 91.5 $ (153.9) $ (35.7) $ (189.6) Interest and financing expense, net 10.0 79.9 89.9 5.8 85.7 91.5 87.8 3.0 90.8 Provision for (benefit from) income taxes 9.5 11.4 20.9 13.9 18.5 32.4 (14.9) 3.4 (11.5) Depreciation and amortization 48.2 75.2 123.4 51.0 77.8 128.8 106.0 23.8 129.8 EBITDA $ 86.4 $ 200.0 $ 286.4 $ 108.9 $ 235.3 $ 344.2 $ 25.0 $ (5.5) $ 19.5 Acquisition, integration and restructuring expenses 5.3 5.8 11.1 8.2 10.0 18.2 175.1 52.6 227.7 Stock-based compensation costs 3.0 0.3 3.3 4.6 0.3 4.9 7.4 2.0 9.4 Unrealized (gain) loss on foreign exchange and commodity forwards, net (1.9) (3.8) (5.7) 1.2 8.8 10.0 0.3 1.9 2.2 Loss on disposal of property, plant and equipment, net 1.5 1.6 3.1 1.3 2.1 3.4 1.6 3.3 4.9 Gain on sale of property (0.5) — (0.5) — — — — — — Management fees — 9.3 9.3 — 4.5 4.5 34.8 — 34.8 Purchase accounting adjustments — — — — — — 4.8 — 4.8 Other adjustments, net 0.1 4.5 4.6 0.5 3.1 3.6 5.8 (0.9) 4.9 Adjusted EBITDA $ 93.9 $ 217.7 $ 311.6 $ 124.7 $ 264.1 $ 388.8 $ 254.8 $ 53.4 $ 308.2 Accounting policy conformity adjustments (Adjusted EBITDA)5 (6.5) — (6.5) (8.8) — (8.8) — (2.9) (2.9) Fiscal year conformity adjustment (Adjusted EBITDA)6 (1.0) — (1.0) 2.1 — 2.1 — (3.9) (3.9) Combined Adjusted EBITDA $ 86.4 $ 217.7 $ 304.1 $ 118.0 $ 264.1 $ 382.1 $ 254.8 $ 46.6 $ 301.4 Impact of Eastern Canadian operations (Adjusted EBITDA)7 — 0.6 0.6 — (3.4) (3.4) (0.3) — (0.3) Comparable Adjusted EBITDA $ 86.4 $ 218.3 $ 304.7 $ 118.0 $ 260.7 $ 378.7 $ 254.5 $ 46.6 $ 301.1 Combined Adjusted EBITDA Margin 19.3 % 19.2 % 19.2 % 23.0 % 20.2 % 21.0 % 18.2 % 22.0 % 18.7 % Comparable Adjusted EBITDA Margin 19.3 % 19.6 % 19.5 % 23.0 % 20.3 % 21.1 % 18.4 % 22.0 % 18.9 % 1. Represents the Adjusted EBITDA and Net sales of Primo Water Corporation and Primo Brands Corporation. Results for Primo Br ands obtained from the Q1 2025 Press Release filed May 8, 2025. Results for Primo Water Corporation obtained from the Q1 2024 Form 10-Q filed May 9, 2024. 2. Represents the Adjusted EBITDA and Net sales of Primo Water Corporation and Blue Triton. Results for Primo Water Corporati on obtained from the Q3 2024 Form 10-Q filed November 7, 2024. Results for Blue Triton obtained from the Form 8- K filed November 8, 2024. Certain Blue Triton Adjusted EBITDA addbacks have been reclassed for presentation purposes. 3. Represents the combined and comparable Adjusted EBITDA and Net sales of Primo Brands Corporation for the three months ended D ecember 31, 2024 obtained from the 2024 Press Release filed February 20, 2025. 4. Company information. Represents the Adjusted EBITDA and Net sales for Primo Water Corporation for the period September 29, 2024 through November 8, 2024. 5. Company information. Represents accounting policy adjustments to conform Primo Water Corporation's accounting policies to those of Blue Triton. 6. Company information. Represents adjustments to conform Primo Water Corporation's fiscal year to that of Blue Triton. 7. Company information. Represents impact of the exited Eastern Canadian operations.
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21 FY 2024 Combined Net Sales, EBITDA and Adj. EBITDA Non-GAAP Reconciliation - Unaudited (in millions of U.S. dollars) For the Period Ended December 31, 20241 September 28, 20242 November 8, 20243 December 31, 2024 Primo Brands Primo Water Corporation Primo Water Corporation Combined Net sales $ 5,152.5 $ 1,448.4 $ 221.1 $ 6,822.0 Accounting policy conformity adjustments (Net sales)4 — (7.7) (0.8) (8.5) Fiscal year conformity adjustment (Net sales)5 — 5.1 (8.5) (3.4) Combined Net sales $ 5,152.5 $ 1,445.8 $ 211.8 $ 6,810.1 Net (loss) income from continuing operations $ (12.6) $ 70.2 $ (35.7) $ 21.9 Interest and financing expense, net 339.6 25.0 3.0 367.6 Provision for income taxes 33.3 37.4 3.4 74.1 Depreciation and amortization 333.3 148.9 23.8 506.0 EBITDA $ 693.6 $ 281.5 $ (5.5) $ 969.6 Acquisition, integration and restructuring expenses 204.1 26.6 52.6 283.3 Stock-based compensation costs 8.3 17.1 2.0 27.4 Unrealized loss on foreign exchange and commodity hedges, net 6.4 2.0 1.9 10.3 Loss on disposal of property, plant and equipment, net 5.4 4.1 3.3 12.8 Gain on sale of property — (0.5) — (0.5) Management fees 53.4 — — 53.4 Purchase accounting adjustments 4.8 — — 4.8 Other adjustments, net 18.6 0.7 (0.9) 18.4 Adjusted EBITDA $ 994.6 $ 331.5 $ 53.4 $ 1,379.5 Accounting policy conformity adjustments (Adjusted EBITDA)4 — (22.9) (2.9) (25.8) Fiscal year conformity adjustment (Adjusted EBITDA)5 — 2.7 (3.9) (1.2) Combined Adjusted EBITDA $ 994.6 $ 311.3 $ 46.6 $ 1,352.5 1. Represents the Adjusted EBITDA and Net sales of Primo Brands for the fiscal year ended December 31, 2024 obtained from the 2024 Press Release filed February 20, 2025. 2. Represents the Adjusted EBITDA and Net sales of Primo Water Corporation for the nine months ended September 28, 2024. Results obtained from the Primo Water Corporation Q3 2024 Form 10-Q filed November 7, 2024. 3. Company information. Represents the Adjusted EBITDA and Net sales for Primo Water Corporation for the period September 29, 2024 through November 8, 2024. 4. Company information. Represents accounting policy adjustments to conform Primo Water Corporation's accounting policies to those of Blue Triton. 5. Company information. Represents adjustments to conform Primo Water Corporation's fiscal year to that of Blue Triton.
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22 Q1 and 1H Normalized Comparable Net Sales Non-GAAP Reconciliation - Unaudited 1. Represents comparable sales. Refer to Q1 earnings supplemental deck for reconciliations. 2. Company information. Represents the impact of the Feb 29, 2024 Leap Day. 3. Represents comparable sales. Refer to slide 19 for YTD comparable sales. (in millions of U.S. dollars) Three Months Ended 1H Ended March 31, 20251 March 31, 20241 June 30, 20253 June 30, 20243 Primo Brands Corporation Primo Brands Corporation Primo Brands Corporation Primo Brands Corporation Comparable Net sales $ 1,610.1 $ 1,562.8 $ 3,340.2 $ 3,337.8 Leap year adjustment2 — (17.6) — (17.6) Normalized comparable net sales $ 1,610.1 $ 1,545.2 $ 3,340.2 $ 3,320.2 Normalized comparable net sales growth 4.2 % 0.6 %
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23 Q2 and 1H 2025 and 2024 Combined and Comparable Net Sales by Water Type Non-GAAP Reconciliation - Unaudited For the Three Months Ended June 30, 2025 For the Six Months Ended June 30, 2025 Net Sales Primo Brands Corporation1 Adjustments2 Combined Net Sales Adjustments3 Comparable Net Sales Primo Brands Corporation1 Adjustments2 Combined Net Sales Adjustments3 Comparable Net Sales ($ in millions of U.S. dollars) Regional spring water $ 875.1 $ — $ 875.1 $ — $ 875.1 $ 1,669.2 $ — $ 1,669.2 $ — $ 1,669.2 Purified water 545.6 — 545.6 — 545.6 1,060.0 — 1,060.0 (2.8) 1,057.2 Premium water 87.5 — 87.5 — 87.5 161.4 — 161.4 — 161.4 Other water 35.2 — 35.2 — 35.2 70.0 — 70.0 (0.8) 69.2 Brand Net Sales- Subtotal $ 1,543.4 $ — $ 1,543.4 $ — $ 1,543.4 $ 2,960.6 $ — $ 2,960.6 $ (3.6) $ 2,957.0 Other 186.7 — 186.7 — 186.7 383.2 — 383.2 — 383.2 Net Sales $ 1,730.1 $ — $ 1,730.1 $ — $ 1,730.1 $ 3,343.8 $ — $ 3,343.8 $ (3.6) $ 3,340.2 For the Three Months Ended June 30, 2024 For the Six Months Ended June 30, 2024 Net Sales Primo Brands Corporation1 Adjustments2 Combined Net Sales Adjustments3 Comparable Net Sales Primo Brands Corporation1 Adjustments2 Combined Net Sales Adjustments3 Comparable Net Sales ($ in millions of U.S. dollars) Regional spring water $ 860.6 $ 41.1 $ 901.7 $ — $ 901.7 $ 1,616.7 $ 78.0 $ 1,694.7 $ — $ 1,694.7 Purified water 329.1 254.1 583.2 (15.5) 567.7 604.5 485.7 1,090.2 (28.2) 1,062.0 Premium water 18.7 42.0 60.7 — 60.7 32.1 78.2 110.3 — 110.3 Other water 41.2 6.2 47.4 (10.1) 37.3 70.1 11.8 81.9 (17.3) 64.6 Brand Net Sales- Subtotal $ 1,249.6 $ 343.4 $ 1,593.0 $ (25.6) $ 1,567.4 $ 2,323.4 $ 653.7 $ 2,977.1 $ (45.5) $ 2,931.6 Other 64.8 142.8 207.6 — 207.6 126.8 279.4 406.2 — 406.2 Net Sales $ 1,314.4 $ 486.2 $ 1,800.6 $ (25.6) $ 1,775.0 $ 2,450.2 $ 933.1 $ 3,383.3 $ (45.5) $ 3,337.8 1. Represents net sales by water type for Primo Brands obtained from the 2025 Form 10-Q filed August 7, 2025. 2. Company information. Adjustments include Primo Water Net sales for January 1, 2024 through June 30, 2024, the QTD and YTD impact of Net sales differences in Primo Water's fiscal year-end, and the impact of accounting conformity adjustments. Adjustments are not applicable for Q2 2025. 3. Company information. Represents impact of the exited Eastern Canadian operations.
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24 Q2 and 1H 2025 and 2024 Combined and Comparable Net Sales by Trade Type Non-GAAP Reconciliation - Unaudited For the Three Months Ended June 30, 2025 For the Six Months Ended June 30, 2025 Net Sales Primo Brands Corporation1 Adjustments2 Combined Net Sales Adjustments3 Comparable Net Sales Primo Brands Corporation1 Adjustments2 Combined Net Sales Adjustments3 Comparable Net Sales ($ in millions of U.S. dollars) Direct delivery 666.5 — 666.5 — 666.5 1,317.2 — 1,317.2 — 1,317.2 Grocery 345.0 — 345.0 — 345.0 672.3 — 672.3 (1.0) 671.3 Club 281.1 — 281.1 — 281.1 531.8 — 531.8 (0.8) 531.0 Mass 217.9 — 217.9 — 217.9 415.6 — 415.6 (1.4) 414.2 Away from home 133.3 — 133.3 — 133.3 241.6 — 241.6 (0.4) 241.2 Emerging- Specialty & Other 86.3 — 86.3 — 86.3 165.3 — 165.3 — 165.3 Net sales $ 1,730.1 $ — $ 1,730.1 $ — $ 1,730.1 $ 3,343.8 $ — $ 3,343.8 $ (3.6) $ 3,340.2 For the Three Months Ended June 30, 2024 For the Six Months Ended June 30, 2024 Net Sales Primo Brands Corporation1 Adjustments2 Combined Net Sales Adjustments3 Comparable Net Sales Primo Brands Corporation1 Adjustments2 Combined Net Sales Adjustments3 Comparable Net Sales ($ in millions of U.S. dollars) Direct delivery 298.1 388.0 686.1 — 686.1 571.1 751.0 1,322.1 — 1,322.1 Grocery 328.3 31.3 359.6 (8.0) 351.6 627.6 58.3 685.9 (13.7) 672.2 Club 300.4 7.7 308.1 (10.6) 297.5 553.6 12.0 565.6 (18.6) 547.0 Mass 201.0 23.8 224.8 (5.0) 219.8 370.0 44.6 414.6 (9.4) 405.2 Away from home 130.9 9.4 140.3 (1.7) 138.6 231.2 17.6 248.8 (3.4) 245.4 Emerging- Specialty & Other 55.7 26.0 81.7 (0.3) 81.4 96.7 49.6 146.3 (0.4) 145.9 Net sales $ 1,314.4 $ 486.2 $ 1,800.6 $ (25.6) $ 1,775.0 $ 2,450.2 $ 933.1 $ 3,383.3 $ (45.5) $ 3,337.8 1.Company information. Represents Net sales by channel of trade for Primo Brands. 2. Company information. Adjustments include Primo Water Net sales for January 1, 2024 through June 30, 2024, the QTD and YTD impact of Net sales differences in Primo Water's fiscal year-end, and the impact of accounting conformity adjustments. Adjustments are not applicable for Q2 2025. 3. Company information. Represents impact of the exited Eastern Canadian operations.
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25 FY 2024 and Q2 2025 TTM Combined Free Cash Flow and Adjusted Free Cash Flow Non-GAAP Reconciliation - Unaudited (in millions of U.S. dollars) For the Period Ended For the Period Ended For the Period Ended TTM7 Primo Brands Corporation Primo Water Corporation Primo Water Corporation Combined Primo Water Corporation Primo Brands Corporation Combined Primo Brands Corporation Primo Brands Corporation December 31, 20241 September 28, 20242 November 8, 20243 December 31, 2024 June 30, 20244 June 30, 20245 June 30, 2024 June 30, 20255 June 30, 2025 Net cash provided by operating activities from continuing operations $ 463.8 $ 255.7 $ 36.7 $ 756.2 $ 164.7 $ 108.5 $ 273.2 $ 193.8 $ 676.8 Less: Additions to property, plant, and equipment (150.2) (108.7) (16.0) (274.9) (74.9) (64.6) (139.5) $ (115.9) (251.3) Less: Additions to intangible assets (40.7) (7.9) (1.1) (49.7) (5.3) (27.4) (32.7) $ (25.2) (42.2) Free Cash Flow $ 272.9 $ 139.1 $ 19.6 $ 431.6 $ 84.5 $ 16.5 $ 101.0 $ 52.7 $ 383.3 Acquisition, integration and restructuring cash costs 133.2 19.3 6.9 159.4 13.9 19.0 32.9 127.2 253.7 Cash taxes paid for property sales — 1.3 — 1.3 1.3 — 1.3 — — Integration capital expenditures 0.1 1.1 0.1 1.3 0.7 — 0.7 26.1 26.7 COVID-19 related refunds — (0.8) — (0.8) (0.8) — (0.8) — — Management Fees 50.0 — — 50.0 — 14.1 14.1 — 35.9 Debt restructuring costs — — — — — — — 18.2 18.2 Tariffs refunds related to property, plant and equipment — 2.1 — 2.1 2.1 — 2.1 0.2 0.2 Combined Adjusted Free Cash Flow $ 456.2 $ 162.1 $ 26.6 $ 644.9 $ 101.7 $ 49.6 $ 151.3 $ 224.4 $ 718.0 Q2 2025 TTM Combined Adjusted EBITDA 6 1,391.7 Q2 2025 Adjusted Free Cash Flow Conversion Ratio 51.6 % 1. Represents the Adjusted Free Cash Flow for Primo Brands Corporation the fiscal year ended December 31, 2024 obtained from the 2024 Press Release filed February 20, 2025. 2. Represents the Adjusted Free Cash Flow of Primo Water Corporation for the nine months ended September 28, 2024 obtained from the Q3 2024 Form 10-Q filed November 7, 2024. Accounting conformity adjustments do not impact Free Cash Flow or Adjusted Free Cash Flow totals, therefore, management has not adjusted the individual lines for these. 3. Company information. Represents the Adjusted Free Cash Flow for Primo Water Corporation for the period December 31, 2023 through November 8, 2024. Accounting conformity adjustments do not impact Free Cash Flow or Adjusted Free Cash Flow totals, therefore, management has not adjusted the individual lines for these. 4. Represents the Adjusted Free Cash Flow of Primo Water Corporation obtained from the Q2 2024 Press Release filed August 8, 2024. Accounting conformity adjustments do not impact Free Cash Flow or Adjusted Free Cash Flow totals, therefore, management has not adjusted the individual lines for these. 5. Represents the Adjusted Free Cash Flow for Primo Brands Corporation the six months ended June 30, 2025 and June 30, 2024 obtained from the Q2 2025 Press Release filed August 7, 2025. 6. Represents the Q2 2025 trailing twelve months Combined Adjusted EBITDA. See slide 28 for reconciliation. 7. Represents FY YTD 2024 less YTD Q2 2024 plus YTD Q2 2025 resulting in twelve months of data.
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26 Q2 2024 and 2025 Combined Free Cash Flow and Adjusted Free Cash Flow Non-GAAP Reconciliation - Unaudited (in millions of U.S. dollars) For the Three Months Ended Primo Brands Corporation Primo Water Corporation Primo Brands Corporation Combined June 30, 20252 June 30, 20241 June 30, 20242 June 30, 2024 Net cash provided by operating activities from continuing operations $ 155.0 $ 101.3 $ 102.5 $ 203.8 Less: Additions to property, plant, and equipment $ (53.9) (37.3) (41.1) (78.4) Less: Additions to intangible assets $ (17.7) (3.0) (6.2) (9.2) Free Cash Flow $ 83.4 $ 61.0 $ 55.2 $ 116.2 Acquisition, integration and restructuring cash costs 62.0 11.5 13.2 24.7 Cash taxes paid for property sales — 1.3 — 1.3 Integration capital expenditures 23.3 0.3 — 0.3 COVID-19 related refunds — (0.8) — (0.8) Management Fees — — 4.8 4.8 Debt restructuring costs 0.8 — — — Tariffs refunds related to property, plant and equipment 0.2 — — — Combined Adjusted Free Cash Flow $ 169.7 $ 73.3 $ 73.2 $ 146.5 1. Represents the Adjusted Free Cash Flow of Primo Water Corporation obtained from the Q2 2024 Press Release filed August 8, 2024. Accounting conformity adjustments do not impact Free Cash Flow or Adjusted Free Cash Flow totals, therefore, management has not adjusted the individual lines for these. 2. Represents the Adjusted Free Cash Flow for Primo Brands Corporation the three months ended June 30, 2025 and June 30, 2024 obtained from the Q2 2025 Press Release filed August 7, 2025.
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27 Q2 2025 Adjusted Cash from Operations and Capex - Cont Ops Non-GAAP Reconciliation - Unaudited (in millions of U.S. dollars) Primo Brands Corporation For the Three Months Ended June 30, 2025 Net cash provided by operating activities from continuing operations $ 155.0 Acquisition, integration and restructuring cash costs 62.0 Debt restructuring costs 0.8 Adjusted cash provided by operating activities from continuing operations 1 $ 217.8 Less: Additions to property, plant, and equipment (53.9) Less: Additions to intangible assets (17.7) Integration capital expenditures 23.3 Tariffs refunds related to property, plant and equipment 0.2 Adjusted capex 2 $ (48.1) Combined Adjusted Free Cash Flow $ 169.7 1. Represents cash provided by operating activities adjusted for the Adjusted free cash flow addbacks that are operating related which include acquisition, integration and restructuring cash costs and debt restructuring costs. Amounts for cash provided by operating activities and addbacks obtained from slide 26. 2. Represents capex adjusted for the Adjusted free cash flow addbacks that are capex related which include the cash costs related to capex for the integration of acquired entities and tariff refunds related to property, plant, and equipment. Amounts for additions to property, plant, and equipment, additions to intangible assets and addbacks obtained from slide 26.
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28 Interest Coverage Ratio and Net Leverage Ratio - Combined Non-GAAP Reconciliation - Unaudited (in millions of U.S. dollars, except financial ratios) FY 2024 (-) Q2 2024 YTD (+) Q2 2025 YTD Q2 2025 LTM Adjusted EBITDA 1 $ 1,352.5 $ 669.0 $ 708.2 $ 1,391.7 Interest Expense, net $ 367.6 $ 185.3 $ 164.0 $ 346.3 Total debt 2 $ 5,198.6 Unrestricted cash 3 $ 411.8 Interest Coverage Ratio 4 4.02x Net Leverage ratio 5 3.44x 1. Inclusive of accounting policy and fiscal year conformity adjustments for the FY 2024 and Q2 2024 periods presented. See appendix to this presentation for additional information and reconciliations. 2. Total principal indebtedness debt as of June 30, 2025 of $5.2 billion as adjusted to exclude $106.0 million of unamortized debt costs and discounts. 3. Unrestricted cash defined as cash and cash equivalents as of June 30, 2025 of $412.0 million less restricted cash of $0.2 million. 4. Interest Coverage ratio defined as Combined Adjusted EBITDA divided by interest expense. 5. Net Leverage ratio defined as total principal indebtedness, excluding unamortized debt costs and unamortized discount, less unrestricted cash ("net debt") divided by Combined Adjusted EBITDA.
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29 Volume/Price-Mix Growth - Historical Comparable Results Non-GAAP Reconciliation - Unaudited (in millions of U.S. dollars) Q2 QTD Q2 YTD Comparable Net Sales 20241 $ 1,775.0 $ 3,337.8 Volume (40.2) 2.9 Price/Mix (4.7) (0.5) Comparable Net Sales 20251 $ 1,730.1 $ 3,340.2 Total Volume (2.3%) 0.1% Total Price/Mix (0.2%) —% Total Comparable Net Sales Growth 1 (2.5%) 0.1% 1. Represents the Comparable Net Sales of Primo Brands. See slide 17 for definitions and meanings. See above appendices for reconciliations.
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30 (in millions of U.S. dollars) Q2 QTD Q2 YTD Comparable Net Sales 20241 $ 1,775.0 $ 3,337.8 Inorganic growth (from acquisitions) 6.0 12.8 Organic growth (50.9) (10.4) Comparable Net Sales 20251 $ 1,730.1 $ 3,340.2 Inorganic growth (from acquisitions) 0.3% 0.4% Organic Growth (2.8%) (0.3%) Comparable Net Sales Growth (2.5%) 0.1% 1. Represents the Comparable Net Sales of Primo Brands. See slide 17 for definitions and meanings. See above appendices for reconciliations. Organic/Inorganic Growth - Historical Comparable Results Non-GAAP Reconciliation - Unaudited
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31 Low High 2024 Combined Net sales1 $ 6,810.1 $ 6,810.1 2024 Eastern Canadian operations2 (84.4) (84.4) 2024 Comparable Net sales 6,725.7 6,725.7 Comparable Net sales increase from 2024 0.0 67.3 2025 Estimated Comparable Net sales $ 6,725.7 $ 6,793.0 2025 Comparable Net sales growth 0.0 % 1.0 % 1. Represents the Combined Net sales for Primo Brands for the fiscal year ended December 31, 2024. See appendix above for reconciliation. 2. Represents Net sales impact of the Eastern Canadian operations for the fiscal year ended December 31, 2024. Comparable Net Sales Growth Non-GAAP Reconciliation - Unaudited