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Commission file number 0-7647 HAWKINS, INC. (Exact name of registrant as specified in its charter)
Minnesota 41-0771293 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)
2381 Rosegate , Roseville , Minnesota 55113 (Address of principal executive offices) (Zip code)
( 612 ) 331-6910 (Registrant's telephone number, including area code)
HAWKINS, INC. INDEX TO FORM 10-Q Page PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (unaudited):
Condensed Consolidated Balance Sheets - Sept ember 2 7 , 2026 and March 29, 2026 1
Condensed Consolidated Statements of Income - Three and Six Months Ended September 2 7 , 2026 and S e ptember 2 8 , 2025 2
Condensed Consolidated Statements of Comprehensive Income - Three and Six Months Ended September 2 7 , 2026 and September 2 8 , 2025 3
Condensed Consolidated Statements of Shareholders' Equity - Three and Six Months Ended Sept e m ber 27 , 2026 and September 2 8 , 2025 4
Condensed Consolidated Statements of Cash Flows - Six Months Ended September 2 7 , 2026 and Se ptember 2 8 , 2025 5
Notes to Condensed Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 17
Item 3. Quantitative and Qualitative Disclosures about Market Risk 18
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 19
Item 3. Defaults Upon Senior Securities 19
ITEM 1. FINANCIAL STATEMENTS HAWKINS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (In thousands, except share data) September 27, 2026 March 29, 2026 ASSETS CURRENT ASSETS: Cash and cash equivalents $ 7,100 $ 3,914 Trade accounts receivables, net 149,281 139,796 Inventories 92,947 78,199 Prepaid expenses and other current assets 7,793 9,556 Total current assets 257,121 231,465 Property, plant, and equipment 509,360 489,662 Less accumulated depreciation 237,614 223,406 Net property, plant, and equipment 271,746 266,256 OTHER ASSETS: Right-of-use assets, net 17,170 16,840 Goodwill 224,439 223,042 Intangible assets, net 224,455 232,887 Deferred compensation plan asset 15,649 12,812 Other 1,472 2,988 Total other assets 483,185 488,569 Total assets $ 1,012,052 $ 986,290 LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable - trade $ 69,609 $ 59,835 Accrued payroll and employee benefits 15,746 20,092 Income tax payable 5,025 98
Environmental remediation 7,700 7,700 Other current liabilities (Note 8) 14,676 17,119 Total current liabilities 112,756 104,844 LONG-TERM LIABILITIES: Long-term debt 229,000 244,000 Long-term lease liabilities 14,699 14,457 Pension withdrawal liability 2,563 2,763 Deferred income taxes 26,143 25,110 Deferred compensation liability 16,941 14,850 Earnout liabilities 45,985 44,898 Other long-term liabilities 276 1,359 Total long-term liabilities 335,607 347,437 Total liabilities $ 448,363 $ 452,281 COMMITMENTS AND CONTINGENCIES SHAREHOLDERS' EQUITY: Common stock; authorized: 60,000,000 shares of $ 0.01 par value; 20,674,812 and 20,752,138 shares issued and outstanding as of September 27, 2026 and March 29, 2026, respectively 207 208 Additional paid-in capital 14,739 32,678 Retained earnings 548,041 500,142 Accumulated other comprehensive income 702 981 Total shareholders' equity 563,689 534,009 Total liabilities and shareholders' equity $ 1,012,052 $ 986,290
See accompanying notes to condensed consolidated financial statements. 1
See accompanying notes to condensed consolidated financial statements.
HAWKINS, INC. CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) (In thousands) Three months ended Six months ended September 27, 2026 September 28, 2025 September 27, 2026 September 28, 2025 Net income $ 27,781 $ 22,598 $ 56,035 $ 51,773 Other comprehensive loss, net of tax: Unrealized loss on interest rate swap ( 120 ) ( 217 ) ( 279 ) ( 541 )
See accompanying notes to condensed consolidated financial statements.
HAWKINS, INC. CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (UNAUDITED) (In thousands, except share data) Common Stock Additional Paid-in Capital Retained Earnings Accumulated Other Comprehensive Income (Loss) Total Shareholders' Equity Shares Amount BALANCE - March 29, 2026 20,752,138 $ 208 $ 32,678 $ 500,142 $ 981 $ 534,009 Cash dividends declared and paid ($ 0.19 per share) - - - ( 3,971 ) - ( 3,971 ) Share-based compensation expense - - 2,235 - - 2,235 Vesting of restricted stock 70,859 1 ( 1 ) - - - Shares surrendered for payroll taxes ( 33,917 ) ( 1 ) ( 5,142 ) - - ( 5,143 ) Shares repurchased ( 45,196 ) ( 1 ) ( 7,020 ) - - ( 7,021 ) Other comprehensive loss, net of tax - - - - ( 159 ) ( 159 ) Net income - - - 28,254 - 28,254 BALANCE - June 28, 2026 20,743,884 $ 207 $ 22,750 $ 524,425 $ 822 $ 548,204 Cash dividends declared and paid ($ 0.20 per share) - - - ( 4,165 ) - ( 4,165 ) Share-based compensation expense - - 1,933 - - 1,933 Vesting of restricted stock 4,396 - - - - - ESPP shares issued 13,913 1 1,680 - - 1,681 Shares repurchased ( 87,381 ) ( 1 ) ( 11,624 ) - - ( 11,625 ) Other comprehensive loss, net of tax - - - - ( 120 ) ( 120 ) Net income - - - 27,781 - 27,781 BALANCE - September 27, 2026 20,674,812 $ 207 $ 14,739 $ 548,041 $ 702 $ 563,689
Common Stock Additional Paid-in Capital Retained Earnings Accumulated Other Comprehensive Income (Loss) Total Shareholders' Equity Shares Amount BALANCE - March 30, 2025 20,684,621 $ 207 $ 24,094 $ 434,259 $ 1,732 $ 460,292 Cash dividends declared and paid ($ 0.18 per share) - - - ( 3,754 ) - ( 3,754 ) Share-based compensation expense - - 2,212 - - 2,212 Vesting of restricted stock 61,819 - ( 1 ) - - ( 1 ) Shares surrendered for payroll taxes ( 28,590 ) - ( 3,028 ) - - ( 3,028 )
See accompanying notes to condensed consolidated financial statements. 4
HAWKINS, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (In thousands) Six months ended September 27, 2026 September 28, 2025 CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 56,035 $ 51,773 Reconciliation to cash flows: Depreciation and amortization 28,240 25,553 Change in fair value of earnout liabilities 1,087 ( 1,048 ) Operating leases 2,121 1,881 Gain on deferred compensation assets ( 1,689 ) ( 1,664 ) Deferred income taxes 1,131 - Stock compensation expense 4,168 4,587 Other, net ( 60 ) 8 Changes in operating accounts providing (using) cash: Trade receivables ( 9,949 ) 5,140 Inventories ( 14,550 ) ( 5,196 ) Accounts payable 9,676 ( 11,013 ) Accrued liabilities ( 6,320 ) ( 4,209 ) Lease liabilities ( 2,376 ) ( 1,897 ) Income taxes 5,173 4,082 Other, net 2,801 3,034 Net cash provided by operating activities 75,488 71,031 CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of property, plant, and equipment ( 22,355 ) ( 24,342 )
Acquisitions ( 5,200 ) ( 162,508 ) Proceeds from asset disposals 517 1,037 Net cash used in investing activities ( 27,038 ) ( 185,813 ) CASH FLOWS FROM FINANCING ACTIVITIES: Cash dividends declared and paid ( 8,136 ) ( 7,723 ) New shares issued 1,681 1,609 Payroll taxes paid in exchange for shares withheld ( 5,143 ) ( 3,028 )
Shares repurchased ( 18,646 ) - Payments on senior secured revolving loan ( 20,000 ) ( 40,000 ) Payments for debt issuance costs - ( 764 ) Borrowings on senior secured revolving loan 5,000 170,000 Other ( 20 ) - Net cash (used in) provided by financing activities ( 45,264 ) 120,094 NET INCREASE IN CASH AND CASH EQUIVALENTS 3,186 5,312 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 3,914 5,103 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 7,100 $ 10,415 SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Cash paid for income taxes $ 14,512 $ 13,980 Cash paid for interest $ 5,480 $ 7,182 Noncash investing activities - capital expenditures in accounts payable $ 2,273 $ 1,568
See accompanying notes to condensed consolidated financial statements.
Note 2 - Acquisitions General We generally pursue business combinations to strengthen our position in existing markets, increase our market share and product offerings and expand into new markets. Acquisitions are accounted for under the acquisition method of accounting. For each acquisition, the excess of the purchase consideration over the fair value of the net assets acquired and liabilities assumed is recorded as goodwill, which generally represents the combined value of our existing resources with the organizational talent of the acquired companies' respective management teams to maximize efficiencies, market share growth and overall financial performance. For each acquisition, we complete our allocation of purchase price to the fair values of acquired assets and liabilities within a one-year measurement period. For each acquisition completed in fiscal 2027 and fiscal 2026, the results of operations since the acquisition date and the assets are presented in our Water Treatment segment, with the exception of one immaterial acquisition in the second quarter of fiscal 2026 that was in our Food & Health Sciences segment. Costs associated with each acquisition were not material and were expensed as incurred. Fiscal 2027 Acquisitions We completed two acquisitions in the six months ended September 27, 2026. Individually and in the aggregate, these acquisitions are not material to our condensed consolidated financial statements. Fiscal 2026 Acquisitions Acquisition of WaterSurplus, Inc.: On April 25, 2025, we acquired substantially all of the assets and assumed certain liabilities of Surplus Management, Inc. d/b/a WaterSurplus ("WaterSurplus") for an initial purchase price of approximately $149.9 million under the terms of an asset purchase agreement by and among WaterSurplus and related entities and their shareholders, Panther Acquisition Corporation, and Hawkins, Inc., as well as a related real estate purchase agreement. In addition, we may be obligated to pay an additional earnout amount based on a target of accumulated gross profit for the first five years after the acquisition. The maximum earnout liability of $ 53.7 million was discounted and recorded at the estimated present value of $ 43.0 million at the acquisition date. The recognition of the earnout liability represented a noncash investing activity, as no cash was paid at inception. WaterSurplus is based in Rockford, IL and delivers sustainable water treatment solutions to customers throughout the United States. The following table summarizes the purchase consideration and fair values of assets acquired and liabilities assumed as of the date of acquisition: (In thousands) Cash paid $ 149,876 Present value of earnout liability 43,000 Total purchase consideration $ 192,876 Trade accounts receivable $ 3,030 Inventories 4,325 Other current assets 933 Property, plant, and equipment 12,887 Intangible assets Customer relationships 76,000 Trade names 6,200 Technology 12,000 Accounts payable - trade ( 2,169 ) Other current liabilities ( 2,934 ) Total fair value of assets acquired and liabilities assumed $ 110,272 Goodwill $ 82,604
The expected useful lives of the acquired intangible assets are 15 years for customer relationships, 15 years for trade names and 10 years for technology. The goodwill recognized as a result of this acquisition is expected to be deductible for tax purposes. We have completed the purchase price allocation. The results of operations since the acquisition date and the assets are included in our Water Treatment segment. Costs associated with this transaction were not material and were expensed as incurred. We completed five additional acquisitions in fiscal 2026. Individually and in the aggregate, these acquisitions are not material to our condensed consolidated financial statements. 7
Note 3 - Revenue Our revenue arrangements generally consist of a single performance obligation to transfer promised goods or services. We disaggregate revenues from contracts with customers by operating segments as well as types of products sold. Reporting by operating segment is pertinent to understanding our revenues, as it aligns to how we review the financial performance of our operations. Types of products sold within each operating segment help us to further evaluate the financial performance of our segments. The following tables disaggregate external customer net sales by major revenue stream for the three and six months ended September 27, 2026 and September 28, 2025: Three months ended September 27, 2026 (In thousands) Water Treatment Food & Health Sciences Industrial Solutions Total Manufactured, blended, repackaged products or equipment (1) $ 153,726 $ - $ 47,151 $ 200,877 Bulk products (2) 18,728 - 13,397 32,125 Nutrition - 35,831 - 35,831 Food - 25,290 - 25,290 Pharmaceutical - 7,054 - 7,054 Agricultural - 7,401 - 7,401 Other 2,507 1,103 1,629 5,239 Total external customer sales $ 174,961 $ 76,679 $ 62,177 $ 313,817 Three months ended September 28, 2025 (In thousands) Water Treatment Food & Health Sciences Industrial Solutions Total Manufactured, blended, repackaged products or equipment (1) $ 137,516 $ - $ 43,467 $ 180,983 Bulk products (2) 12,283 - 11,745 24,028 Nutrition - 33,412 - 33,412 Food - 24,548 - 24,548 Pharmaceutical - 6,670 - 6,670 Agricultural - 7,662 - 7,662 Other 1,109 622 1,400 3,131 Total external customer sales $ 150,908 $ 72,914 $ 56,612 $ 280,434
Six months ended September 27, 2026 (In thousands) Water Treatment Food & Health Sciences Industrial Solutions Total Manufactured, blended, repackaged products or equipment (1) $ 293,763 $ - $ 93,011 $ 386,774 Bulk products (2) 35,024 - 25,999 61,023 Nutrition - 72,888 - 72,888 Food - 49,600 - 49,600 Pharmaceutical - 14,019 - 14,019 Agricultural - 35,315 - 35,315 Other 4,467 2,107 3,299 9,873 Total external customer sales $ 333,254 $ 173,929 $ 122,309 $ 629,492 Six months ended September 28, 2025 (In thousands) Water Treatment Food & Health Sciences Industrial Solutions Total Manufactured, blended, repackaged products or equipment (1) $ 273,863 $ - $ 84,785 $ 358,648 Bulk products (2) 24,251 - 23,589 47,840 Nutrition - 68,748 - 68,748 Food - 50,625 - 50,625 Pharmaceutical - 12,227 - 12,227 Agricultural - 29,132 - 29,132 Other 2,360 1,359 2,767 6,486 Total external customer sales $ 300,474 $ 162,091 $ 111,141 $ 573,706
(1) This line includes our non-bulk specialty products in our Water Treatment and Industrial Solutions segments that we either manufacture, blend, repackage, resell in their original form, or direct ship to our customers in smaller quantities, and equipment and services we provide for our customers. (2) This line includes bulk products in our Water Treatment and Industrial Solutions segments that we do not modify in any way, but receive, store, and ship from our facilities, or direct ship to our customers in large quantities. Note 4 - Earnings per Share Basic earnings per share ("EPS") is computed by dividing net earnings by the weighted-average number of common shares outstanding. Diluted EPS includes the dilutive impact of incremental shares assumed to be issued as performance units and restricted stock. Basic and diluted EPS were calculated using the following: Three months ended Six months ended September 27, 2026 September 28, 2025 September 27, 2026 September 28, 2025 Weighted-average common shares outstanding - basic 20,710,228 20,737,743 20,743,855 20,727,614 Dilutive impact of performance units and restricted stock 72,816 108,001 83,364 109,981 Weighted-average common shares outstanding - diluted 20,783,044 20,845,744 20,827,219 20,837,595
For each of the periods presented, there were no shares excluded from the calculation of weighted-average common shares for diluted EPS. 9
Note 5 - Fair Value Measurements Our financial assets and liabilities are measured at fair value at the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The carrying value of cash equivalents, accounts receivable, accounts payable, and accrued expenses approximates fair value because of the short-term nature of these instruments. Because of the variable-rate nature of our debt under our credit facility, the carrying value of our debt also approximates fair value. Assets and Liabilities Measured at Fair Value on a Recurring Basis. The fair value hierarchy requires the use of observable market data when available. In instances where inputs used to measure fair value fall into different levels of the fair value hierarchy, the fair value measurement has been determined based on the lowest level input that is significant to the fair value measurement in its entirety. Our assessment of the significance of a particular item to the fair value measurement in its entirety requires judgment, including the consideration of inputs specific to the asset or liability. Our financial assets that are measured and reported at fair value for each reporting period are an interest rate swap, marketable securities held in a deferred compensation retirement plan, and the earnout liabilities recorded in conjunction with the acquisitions of Water Solutions Unlimited, Inc. ("Water Solutions") and WaterSurplus. The interest rate swap is classified as other current assets on our condensed consolidated balance sheets. Assets held in a deferred compensation retirement plan are classified as other long-term assets on our condensed consolidated balance sheets, with the portion of the deferred compensation retirement plan assets expected to be paid within twelve months classified as current assets. The Water Solutions earnout liability is classified as other current liabilities on our balance sheets. The WaterSurplus earnout liability is classified as a long-term liability on our balance sheets. The fair value of the interest rate swap is determined by the respective counterparties based on interest rate changes. Interest rate swaps are valued based on observable interest rate yield curves for similar instruments. The deferred compensation plan assets relate to contributions made to a non-qualified compensation plan on behalf of certain employees who are classified as "highly compensated employees" as determined by IRS guidelines. The assets are part of a rabbi trust and the funds are held in mutual funds. The fair value of the deferred compensation is based on the quoted market prices for the mutual funds at the end of the period. The earnout liabilities recorded in conjunction with the acquisitions of Water Solutions and WaterSurplus are based upon achieving certain targets. The Water Solutions earnout is based on a target of adjusted earnings before interest, taxes, depreciation and amortization (EBITDA) in year three of the acquisition. The performance measurement period concluded as of September 27, 2026 and the earnout liability was valued based on the agreed-upon settlement amount. The WaterSurplus earnout liability is based on a target of accumulated gross profit for the first five years of the acquisition. The earnout liability was discounted and recorded at the present value of the anticipated maximum payout amount, which is a Level 3 input. The earnout liabilities are adjusted to fair value at each reporting date until settled. Changes in fair value are included in selling, general and administrative expenses in our condensed consolidated statements of income. The following tables summarize the balances of assets and liabilities measured at fair value on a recurring basis as of September 27, 2026 and March 29, 2026. (In thousands) September 27, 2026 March 29, 2026 Assets Deferred compensation plan assets Level 1 $ 16,114 $ 14,146 Interest rate swap Level 2 $ 947 $ 1,323 Liabilities WaterSurplus earnout liability Level 3 $ 45,985 $ 44,898 Water Solutions earnout liability Level 3 $ 4,529 $ 4,529
The changes in the earnout liability measured at fair value using Level 3 inputs were as follows:
(In thousands) Earnout liability at March 29, 2026 $ 49,427 Accretion of WaterSurplus earnout liability Level 3 $ 1,087 Earnout liability at September 27, 2026 $ 50,514
Note 6 - Inventories Inventories at September 27, 2026 and March 29, 2026 consisted of the following: September 27, 2026 March 29, 2026 (In thousands) Inventory (FIFO basis) $ 121,229 $ 102,589 LIFO reserve ( 28,282 ) ( 24,390 ) Net inventory $ 92,947 $ 78,199
We use the last in, first out ("LIFO") method of valuing the majority of our inventory, which causes the most recent product costs to be recognized in our condensed consolidated statements of income. Note 7 - Goodwill and Other Identifiable Intangible Assets The carrying amounts of goodwill for each of our three reportable segments were as follows: (In thousands) Water Treatment Food & Health Sciences Industrial Solutions Total Balance as of March 29, 2026 $ 170,880 $ 46,871 $ 5,291 $ 223,042 Addition, due to acquisitions 1,397 - - 1,397 Balance as of September 27, 2026 $ 172,277 $ 46,871 $ 5,291 $ 224,439
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Hawkins Inc, 10-QSEC EDGAR dosya no 000004625026000044
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