Balchem Corp 8-K, filed Oct 23, 2026

Balchem Corp (BCPC)

8-K 2026-10-23 For: 2026-10-23

Added on October 23, 2026

About this 8-K

Balchem Corp filed this 8-K on October 23, 2026.

Balchem Corporation reported third-quarter net sales of $290.7 million, net earnings of $46.7 million, adjusted EBITDA of $80.3 million and free cash flow of $57.9 million for the quarter ended September 30, 2026. AI summary

Items reported

Item 2.02: Financial results
Item 9.01: Financial statements and exhibits

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Maryland	1-13648	13-2578432
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)


Title of each class	Trading symbol	Name of each exchange on which registered
Common Stock, par value $.06-2/3 per share	BCPC	The Nasdaq Stock Market LLC


Item 9.01			Financial Statements and Exhibits
(d)			Exhibits

Exhibit No.			Description

99.1			Press Release of Balchem Corporation, dated Octo ber 23 , 2026, reporting its financial results for the third quarter of 2026 and certain other information

104			Cover Page Interactive Data File (embedded within the Inline XBRL document)


			BALCHEM CORPORATION

			By:/s/ Hatsuki Miyata
			Hatsuki Miyata
			Executive Vice President, Chief Legal Officer and Secretary

Date: October 23, 2026


	Three Months Ended September 30,				Nine Months Ended September 30,
	2026		2025		2026		2025
Net sales	$	290,658	$	267,558	$	845,364	$	773,544
Gross margin	105,714		95,453		310,481		276,734
Operating expenses	43,277		40,874		133,197		119,698
Earnings from operations	62,437		54,579		177,284		157,036
Interest and other expenses	2,393		2,535		6,937		8,041
Earnings before income tax expense	60,044		52,044		170,347		148,995
Income tax expense	13,316		11,755		38,719		33,375
Net earnings	$	46,728	$	40,289	$	131,628	$	115,620

Diluted net earnings per common share	$	1.46	$	1.24	$	4.09	$	3.54

Adjusted EBITDA(a)	$	80,297	$	71,447	$	232,522	$	206,961
Adjusted net earnings(a)	$	50,350	$	43,982	$	141,437	$	125,560
Adjusted net earnings per common share(a)	$	1.57	$	1.35	$	4.40	$	3.84

Shares used in the calculations of diluted and adjusted net earnings per common share	32,032		32,595		32,181		32,702


☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


						Exhibit 99.1

						Human Nutrition & Health \| Animal Nutrition & Health \| Specialty Products


5 Paragon Drive Montvale, NJ 07645 balchem.com			p.845.326.5600 f. 845.326.5702


(a)			See “Non-GAAP Financial Information” for a reconciliation of GAAP and non-GAAP financial measures.


(b)			Net debt is defined as the outstanding balance on our revolving loan less cash and cash equivalents.
(c)			Leverage ratio is defined as net debt divided by trailing twelve months adjusted EBITDA.


Business Segment Net Sales:	Three Months Ended September 30,				Nine Months Ended September 30,
	2026		2025		2026		2025
Human Nutrition and Health	$	188,227	$	174,088	$	536,749	$	493,318
Animal Nutrition and Health	62,990		56,376		189,633		169,681
Specialty Products	37,294		35,683		112,532		106,143
Other (d)	2,147		1,411		6,450		4,402
Total	$	290,658	$	267,558	$	845,364	$	773,544

(d) Other consists of a few minor businesses which individually do not meet the quantitative thresholds for separate presentation.


Business Segment Earnings Before Income Taxes:	Three Months Ended September 30,				Nine Months Ended September 30,
	2026		2025		2026		2025
Human Nutrition and Health	$	45,633	$	40,831	$	128,034	$	117,147
Animal Nutrition and Health	6,789		3,713		17,708		12,463
Specialty Products	12,301		11,534		37,129		32,388
Other and Unallocated (e)	(2,286)		(1,499)		(5,587)		(4,962)
Interest and other expenses	(2,393)		(2,535)		(6,937)		(8,041)
Total	$	60,044	$	52,044	$	170,347	$	148,995

(e) Other and Unallocated consists of a few minor businesses which individually do not meet the quantitative thresholds for separate presentation and corporate expenses that have not been allocated to a segment. Unallocated corporate expenses consist of transaction and integration costs of $578 and $1,495 for the three and nine months ended September 30, 2026, respectively, and $333 and $1,227 for the three and nine months ended September 30, 2025, respectively.


Selected Balance Sheet Items
(Dollars in thousands)	September 30, 2026		December 31, 2025
	(unaudited)

Cash and cash equivalents	$	66,264	$	74,570
Accounts receivable, net	145,635		143,596
Inventories	177,006		131,449
Other current assets	15,972		15,999
Total current assets	404,877		365,614

Property, plant and equipment, net	306,135		306,648
Goodwill	807,487		816,375
Intangible assets with finite lives, net	147,366		163,289
Right of use assets	17,683		16,192
Other assets	20,024		18,134
Total non-current assets	1,298,695		1,320,638

Total assets	$	1,703,572	$	1,686,252

Current liabilities	$	164,115	$	176,384
Revolving loan	124,000		164,000
Deferred income taxes	52,273		54,143
Other long-term obligations	36,407		34,312
Total liabilities	376,795		428,839

Stockholders' equity	1,326,777		1,257,413

Total liabilities and stockholders' equity	$	1,703,572	$	1,686,252


FORM			8-K


	Nine Months Ended September 30,
	2026		2025
Cash flows from operating activities:
Net earnings	$	131,628	$	115,620
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization	37,100		33,969
Stock compensation expense	16,316		14,298
Other adjustments	3,037		(1,692)
Changes in assets and liabilities	(31,537)		(12,914)
Net cash provided by operating activities	156,544		149,281

Cash flows from investing activities:
Capital expenditures and intangible assets acquired	(29,605)		(27,275)
Cash paid for acquisitions, net of cash acquired	—		(323)
Proceeds from the sale of assets	7		267
Investment in affiliates	(155)		(144)
Net cash used in investing activities	(29,753)		(27,475)

Cash flows from financing activities:
Proceeds from revolving loan	88,000		70,000
Principal payments on revolving loan	(128,000)		(106,000)
Principal payments on finance leases	(153)		(145)
Cash paid for financing costs	(1,943)		—
Proceeds from stock options exercised	11,589		6,867
Dividends paid	(30,773)		(28,276)
Repurchases of common stock	(71,925)		(54,008)
Net cash used in financing activities	(133,205)		(111,562)

Effect of exchange rate changes on cash	(1,892)		5,334

(Decrease) increase in cash and cash equivalents	(8,306)		15,578

Cash and cash equivalents, beginning of period	74,570		49,515
Cash and cash equivalents, end of period	$	66,264	$	65,093


	Three Months Ended September 30,
	2026		Effective Tax Rate		2025		Effective Tax Rate
GAAP Income Tax Expense	$	13,316	22.2	%	$	11,755	22.6	%
Impact of ASU 2016-09 (6)	260				21
Adjusted Income Tax Expense	$	13,576	22.6	%	$	11,776	22.6	%


	Nine Months Ended September 30,
	2026		Effective Tax Rate		2025		Effective Tax Rate
GAAP Income Tax Expense	$	38,719	22.7	%	$	33,375	22.4	%
Impact of ASU 2016-09 (6)	1,550				894
Adjusted Income Tax Expense	$	40,269	23.6	%	$	34,269	23.0	%


(1) Amortization of intangible assets and finance leases: Amortization of intangible assets and finance leases consists of amortization of customer relationships, trademarks and trade names, developed technology, regulatory registration costs, patents and trade secrets, capitalized loan issuance costs, other intangibles acquired primarily in connection with business combinations, and finance leases. We record expense relating to the amortization of these intangibles and finance leases in our GAAP financial statements. Amortization expenses for our intangible assets and finance leases are inconsistent in amount and are significantly impacted by the timing and valuation of acquisitions. Consequently, our non-GAAP adjustments exclude these expenses to facilitate an evaluation of our current operating performance and comparisons to our past operating performance.

(2) Transaction and integration costs: Transaction and integration costs related to acquisitions and divestitures are expensed in our GAAP financial statements. Management excludes these items for the purposes of calculating adjusted EBITDA and other non-GAAP financial measures. We believe that excluding these items from our non-GAAP financial measures is useful to investors because these are items associated with transactions that are inconsistent in amount and frequency causing comparison of current and historical financial results to be difficult.

(3) Nonqualified deferred compensation plan (income) expense: Gains and losses on rabbi trust assets related to our nonqualified deferred compensation plan are recorded in other (income) expense while the offsetting increases or decreases to the deferred compensation liability are recorded within earnings from operations. The increases and decreases in the deferred compensation liability are driven by market volatility and are not a true reflection of company performance. We believe excluding these amounts from our non-GAAP financial measures is useful to investors because these items are inconsistent in amount based on market conditions causing comparison of current and historical financial results to be difficult.

(4) Restructuring costs: Restructuring costs related to a reorganization of the business are recorded in our GAAP financial statements. Management excludes these items for the purposes of calculating adjusted EBITDA and other non-GAAP financial measures. We believe that excluding these items from our non-GAAP financial measures is useful to investors because these items are inconsistent in amount and frequency causing comparison of current and historical financial results to be difficult.

(5) Income tax adjustment: For purposes of calculating adjusted net earnings and adjusted diluted earnings per share, we adjust the provision for (benefit from) income taxes to tax effect the taxable and deductible non-GAAP adjustments described above as they have a significant impact on our income tax (benefit) provision. Additionally, the income tax adjustment is adjusted for the impact of adopting ASU 2016-09, “Improvements to Employee Share-Based Payment Accounting” and uses our non-GAAP effective rate applied to both our GAAP earnings before income tax expense and non-GAAP adjustments described above. See Table 3 for the calculation of our non-GAAP effective tax rate.

(6) Impact of ASU 2016-09: The primary impact of ASU No. 2016-09, "Improvements to Employee Share-Based Payment Accounting" ("ASU 2016-09"), was the recognition during the three and nine months ended September 30, 2026 and 2025, of excess tax benefits as a reduction to the provision for income taxes and the classification of these excess tax benefits in operating activities in the consolidated statement of cash flows instead of financing activities. Management excludes this item for the purpose of calculating adjusted Income Tax Expense. We believe that excluding the item in our non-GAAP financial measures is useful to investors because it is inconsistent in amount and frequency causing comparison of current and historical financial results to be difficult.