0001341766-25-000104
SEC filingRevenue surged 83.9% in Q2 2025 driven by the Alani Nu acquisition, but gross margin slightly contracted and SG&A more than doubled.
For the three months ended June 30, 2025, Celsius Holdings reported revenue of $739.3 million, an 83.9% increase from $402.0 million in the prior-year quarter. The surge was driven primarily by the acquisition of Alani Nu, which contributed $301.2 million. Gross profit rose 82.1% to $380.9 million, but gross margin contracted slightly to 51.5% from 52.0%, due to the lower-margin profile of Alani Nu and a one-time inventory step-up. SG&A expenses more than doubled to $237.9 million, including $60.6 million in increased marketing/selling and $62.4 million in administrative costs. Notably, acquisition-related costs ($16.0 million) and contingent consideration remeasurement ($13.8 million) featured prominently. Other expense swung to $13.5 million from other income of $10.4 million, largely from $18.1 million in new interest expense on debt incurred for the acquisition. Net income attributable to common stockholders grew to $85.7 million ($0.33 basic EPS) from $66.7 million ($0.29 basic EPS).
For the six-month period, revenue increased 41.0% to $1,068.5 million, with Alani Nu contributing $301.2 million since the April acquisition. Gross margin improved modestly to 51.8% from 51.6%, benefiting from material cost savings and scale efficiencies, partially offset by Alani Nu's lower margin. SG&A rose 67.5% to $358.2 million. Net income, however, declined to $119.9 million ($0.49 basic EPS) from $131.5 million ($0.56 basic EPS), due to higher SG&A, acquisition costs, interest expense, and contingent consideration.
North America revenue increased 86.9% YoY in Q2 to $714.5 million, accounting for 96.6% of total revenue, driven by Alani Nu and strong Celsius core performance. Europe grew 9.7% to $18.3 million, while Asia-Pacific more than quadrupled to $4.4 million due to the Australia/New Zealand launch. Other international markets were flat at $2.1 million. The Alani Nu acquisition significantly shifted the revenue mix toward North America and introduced a new brand line with different margin characteristics.
Management highlighted that tariffs have increased costs but are not yet a key driver, with greater impact expected in future quarters. The One Big Beautiful Bill Act (OBBBA), signed July 4, 2025, will be evaluated for effects on taxes, but no impacts are reflected in current results. The company believes existing cash and a $100 million revolving credit facility are sufficient for working capital needs. No specific revenue or earnings guidance was provided.
Cash and cash equivalents fell to $615.2M from $890.2M at December 31, 2024, largely due to the $1.275B cash consideration for Alani Nu, partially funded by the new $900M term loan. Total assets surged to $3.8B from $1.8B, driven by goodwill ($802M) and intangible assets ($1.2B) from acquisitions. The company’s debt position went from zero to $900M gross, net of $28.1M in unamortized discount and issuance costs, resulting in a net debt of ~$872M. Equity also expanded sharply to $1.27B, aided by $722M in common stock issued for Alani Nu.
As of June 30, 2025, Celsius had $510.9M in purchase commitments to third-party suppliers, primarily for raw materials and finished goods under normal-course contracts. An additional $23.7M in long-term contractual obligations relate to supplier agreements, sponsorships, and marketing activities. The company also has contingent consideration up to $25M payable to Alani Nu sellers if 2025 revenue targets are met, with $25M already accrued due to strong performance. Legal contingencies include a $56.9M accrual for the Strong Arm Productions litigation, which represents the low end of a $56.9M–$99.3M range.
Celsius allocated $900M in debt issuance to fund the Alani Nu acquisition, with $100M undrawn revolver capacity remaining. Capex for the first six months of 2025 totaled $15.2M (1.4% of revenue), primarily for merchandising equipment and machinery. Dividends on Series A preferred stock were $6.9M in Q2 2025 ($4.62 per share), consistent with prior quarters. No common stock dividends or share repurchase programs were authorized, aside from $2.8M in employee tax withholding repurchases.
The company operates as a single reportable segment. For Q2 2025, revenue was $739.3M (up 84% YoY), with operating income of $143.0M (19.3% margin). North America generated 96.6% of revenue ($714.5M), with Europe ($18.3M), Asia-Pacific ($4.4M), and Other ($2.1M) comprising the remainder. Alani Nu contributed $301.2M revenue and $93.6M net income from its acquisition date (April 1) through June 30.
Operating cash flow (CFO) declined to $147.1M from $174.3M in the prior period, despite net income decreasing only slightly from $157.6M to $144.3M. The divergence is largely due to significant working capital outflows: accounts and note receivable increased by $143.2M (vs. $82.2M previously), reflecting strong sales growth and possibly extended payment terms. Partially offsetting were inventory reductions ($23.0M) and a $64.2M increase in accrued promotional allowances. Capex remained modest at $15.2M, indicating low asset intensity. The large operating cash flow decline combined with heavy investing outflows (primarily the $1.26B Alani Nu acquisition) resulted in negative free cash flow. The acquisition was funded by a $900M term loan and existing cash, leading to a net cash decrease of $275M. Preferred dividends of $13.6M and stock repurchases of $2.8M further reduced cash. Overall, the cash flow profile reflects a transformational event rather than ongoing operational stress.