Innovative Food Holdings, Inc. (OTC:IVFH) Q4 2025 Earnings Call Transcript

Innovative Food Holdings, Inc. (OTC:IVFH) Q4 2025 Earnings Call Transcript April 1, 2026

Operator: Good afternoon, and welcome to the Innovative Food Holdings Fourth Quarter and Fiscal Year 2025 Earnings Conference Call. On today’s call for Innovative Food Holdings is Gary Schubert, our Chief Executive Officer. Throughout the conference, we will be presenting both GAAP and non-GAAP financial measures, including, among others, adjusted EBITDA and adjusted fully diluted earnings per share. These measures are not calculated in accordance with GAAP. Quantitative reconciliations of certain of our non-GAAP financial measures to their most directly comparable GAAP financial measures appear in today’s press release. I would also like to remind everyone that today’s call will contain forward-looking statements from our management made within the meaning of Section 27A of the Securities Act of 1933 as amended and Section 21E of the Securities and Exchange Act of 1934 as amended, concerning future events.

Words such as aim, may, could, should, projects, expects, intends, plans, believes, anticipates, hopes, estimates, goal and variations of such words and similar expressions are intended to identify forward-looking statements. These statements involve significant known and unknown risks and are based upon a number of assumptions and estimates, which are inherently subject to significant risks, uncertainties and contingencies, many of which are beyond the company’s control. Actual results, including without limitation, the results of our company’s growth strategies, operational plans as well as future potential results of operations or operating metrics may differ materially and adversely from those expressed or implied by such forward-looking statements.

Factors that could cause actual results to differ materially include, but are not limited to, the risk factors described and other disclosures contained in our filings with the Securities and Exchange Commission, including the risk factors and other disclosures in our Form 10-K and our other filings with the SEC, all of which are accessible on www.sec.gov. Except to the extent required by law, we assume no obligation to update statements as circumstances change. Unless otherwise noted, all results discussed today reflect continuing operations only. With that, I would like to turn the call over to Gary Schubert, Chief Executive Officer. Please go ahead.

Gary Schubert: Thank you, and good afternoon, everyone. I appreciate you joining us. This is my second earnings call as CEO, and I want to approach today the same way I approached the last call with candor, precision and a clear view for what matters most. 2025 was an important learning year for IVFH. As we push to grow across multiple channels and operating initiatives, it became increasingly clear that parts of our operating model, our systems, our applications and our integrations were not where they needed to be to support that growth with consistency, speed and visibility we expect. That reality showed up most clearly in the fourth quarter. At the same time, the opportunity in front of us remains real. We have meaningful customer relationships.

We have a differentiated platform across digital channels, national distribution and local distribution, and we have a much clearer understanding of what must be fixed, normalized and institutionalized in order to convert the platform into more reliable, more scalable and more profitable performance. So my message today is straightforward. We are not managing the business for a quick headline turnaround. We are rebuilding the foundation the right way. That means stabilization, modernization, disciplined execution and cash preservation. Let me start with the numbers. Unless otherwise noted, all figures I discuss today refer to continuing operations. For fiscal year 2025, revenue increased 2.1% to $60.7 million compared to $59.4 million in 2024.

Q&A Session

Gross margin improved to 25.8% from 25.3% in the prior year. GAAP net income from continuing operations was $2.5 million or $0.046 per fully diluted share, and adjusted EBITDA was $2.4 million. In the fourth quarter, revenue declined 18.1% versus the prior year quarter. Digital channels declined 13.4%, national distribution declined 14.1% and local distribution declined 32.3%. Fourth quarter GAAP net income from continuing operations was $797,000 versus $685,000 in the prior year quarter, while adjusted EBITDA declined to $718,000 from $1.3 million. We ended the year with approximately $927,000 of unrestricted cash. That level of liquidity reinforces why disciplined execution and cash preservation are central priorities for 2026. Subsequent to year-end, on March 6, 2026, — we completed the sale of our Mountain Top, Pennsylvania facility for $9.225 million.

The proceeds were used to repay MapleMark loan and interest in full. Restricted cash tied to the property was released and the balance sheet was further simplified. Net proceeds after transaction costs and debt repayment were modest, but strategically, the transaction was important. It removed a noncore asset, improved financial flexibility and sharpened our focus on continuing operations we are building going forward. The most important point behind the fourth quarter is that the pressure we experienced was not isolated to one customer, one facility or one business line. It reflected broader reality. The complexity of the enterprise outpaced the operating architecture supporting it. We saw that in digital, where the transition of our largest legacy customer, US Foods, from its older marketplace environment to its newer direct environment created disruption, but that was not the whole story.

We also had other customer side ERP and integration changes that required rework and reconfiguration on our side. When those changes are being absorbed into an older and more fragmented technology stack, the work becomes slower, more manual and less scalable than it should be. We saw that national distribution, where the relocation of airline-related activity from Pennsylvania to Chicago created temporary inefficiencies in order intake, billing, item setup, vendor setup and service execution. And we saw it in local distribution, where operational inconsistencies, forecasting gaps, procurement issues and ongoing integration work created strain on both Chicago and Denver. These are different symptoms, but they all share the same root cause. We are still operating too much of the business through fragmented systems, aging applications and integrations that require too much manual intervention, too much rework and too much institutional knowledge to perform at the speed and precision the business now requires.

That is the issue we are addressing. Let me speak to each channel briefly. In digital, I want to be clear. I do not view the opportunity as impaired. I view the architecture around it as incomplete. Digital’s pressures in the quarter was most visible through the US Foods transition, but it also reflected broader integration slowdown, maintenance friction and technology backbone that makes changes harder than they should be. Our issue is not simply getting items started. Our issue is moving items through the maturity curve with greater speed and consistency. When I refer to the maturity curve, I mean the time it takes to move an item from intake to setup to transactability to broad discoverability across all relevant points of distribution. Today, that curve is too long.

Separately, we also have to manage what happens after an item is live. We need items to remain accurate, competitive, available, visible and commercially healthy over time. We need to improve both. Our priorities in digital are clear: improve item setup quality, improve vendor onboarding, shorten the maturity curve, expand points of distribution, increase the percentage of items that become fully transactable and broadly discoverable and strengthen the discipline required to keep items competitive once they are live. Our focus is not just on adding items, but on increasing the number of transacting items across all eligible points of distribution and improving selling frequency over time. We are also using our AI-enabled hub to improve workflow speed and first-time accuracy at the front end of the process.

But the last mile remains the critical constraint, and that is where much of our focus now sits. I do want to acknowledge one important point for investors. We are seeing encouraging directional signs in upstream item setup, vendor onboarding and points of distribution work. But I’m not yet at a point where I want to provide formal public operating metrics on those leading indicators until I have complete confidence that those are being measured consistently and tied clearly to commercial outcomes. What matters is not gross activity for its own sake. We are not managing the business by simply counting how many items were added. Items are also lost, degrade or lose competitiveness over time. What matters is portfolio quality, how quickly items mature, how broadly they are distributed, how many become core and whether the catalog as a whole is getting healthier.

In National Distribution, revenue declined 14.1% in the quarter. The decline reflects meaningful execution work still underway beneath the surface. The relocation from Pennsylvania to Chicago simplified the footprint and aligned us around continuing operations, but it also created temporary disruption across order intake, billing, item setup, vendor setup and service execution, while exposing how much of our execution still depends on clean integration across systems, workflows and teams. We also knew that certain legacy Pennsylvania capabilities would not continue after the move, including specialty cheese cutting activity tied to the discontinued Pennsylvania operations. That was part of the strategic reset, and it was understood. On top of that, airline-related business became more competitive in the quarter.

Importantly, we do not view this as deterioration in the underlying relevance of the channel. We view this as a combination of transition friction, capability changes tied to the Pennsylvania exit and competitive dynamics that we now need to address with tighter execution, better cost positioning and stronger service reliability. So the operating imperative now is straightforward: improve reliability, tighten execution and make sure the platform supporting national distribution is getting better integrated, better controlled and easier to scale from Chicago. In local distribution, both Chicago and Denver remained under pressure. In Chicago, the key issues were service consistency, forecasting discipline, procurement execution and the strain of integrating transition-related work into the core operating model.

In Denver, we saw the effect of customer losses and margin pressure, but we also continue to work through the integration path that should ultimately create more synergy across the enterprise. I do want to note one important point on Denver. Denver is beginning to participate in the broader digital model. That is still early, and I do not want to overstate it, but it matters. If we can continue enabling Denver-sourced inventory to move through digital channels, we can improve working capital velocity, expand digital assortment and leverage an existing fulfillment footprint without adding unnecessary overhead. That is exactly the type of low capital cross-platform synergy we should be building. That brings me to our most important strategic action, modernization, beginning with the ERP and the operating architecture around it.

For clarity, when I talk about modernization, I’m talking about more than one system. I’m talking about the full technology stack, our core systems, our operating applications and our integrations that connect them. Great Plains is our current ERP and remains a core system of record, but ERP is only one part of the picture. We also have surrounding applications, workflow tools and integration layers that have become too fragmented, too manual and too dependent on a small number of people and legacy process workarounds. That is why ERP is our lead action, but not the only action. ERP is the foundation. But we also have to simplify and redesign the processes, applications and integrations that feed into and depend on it. This is not simply a technology project.

It is an operating model project. It is about simplifying data structures, standardizing workflows, improving item and vendor governance, reducing integration friction, increasing visibility and enabling the business to move with greater speed and intelligence. It also is about creating a stronger foundation for automation and AI over time. Today, too much of our data and too many of our workflows are not yet structured in a way that allows us to take full advantage of those capabilities. The risk of not doing this is straightforward. If we do not modernize the foundation, we will remain slower than we need to be in onboarding items, reacting to customer side changes, supporting vendors, managing exceptions, improving discoverability and making informed sourcing and pricing decisions.

That means more manual work, more rework, slower cycle times, weaker visibility, lower competitiveness and less ability to operate proactively instead of reactively. That is not the path we are going to take. In the fourth quarter of 2025, we committed to a modernization path that begins with ERP evaluation and extends into pricing governance, item setup, vendor onboarding, maturity curve acceleration, ongoing item maintenance and end-to-end order flow. This will be a multi-quarter effort. We intend to move with urgency, but we also intend to do it correctly. While that work progresses, we are going to remain disciplined in how we operate the business. We will continue to improve item and vendor setup. We will continue to strengthen digital throughput and reliability.

We will continue working to restore service consistency and customer trust in local distribution. We will continue supporting national distribution opportunities that fit the operating model we are building, but we are not going to add complexity faster than the platform can absorb it. We are not focused on pursuing new acquisitions at this time. And we are not focused on taking on additional debt at this time. And we are not focused on expanding it into entirely new channels before the core foundation is ready. Right now, the highest return work is to simplify execution, strengthen liquidity, preserve cash, modernize the operating engine and build a business that can absorb growth rather than be disrupted by it. So to summarize, 2025 exposed the gap between the complexity of the enterprise and the architecture supporting it.

Q4 reflected that reality, but it also clarified exactly where we need to focus — our priorities are stabilization, modernization, disciplined execution and cash preservation. Success in 2026 will not be defined only by revenue growth. It will also be defined by stronger operating discipline, better systems alignment, improved liquidity and measurable progress against the modernization road map. Our objective is not simply to grow. Our objective is to build a more scalable, more disciplined and more resilient IVFH. If we do that well, better financial outcomes will follow. Thank you for your time and continued interest in IVFH. We will now begin the question-and-answer session.

Gary Schubert: How should investors think about 2026? I would frame 2026 as a year of stabilization, modernization, disciplined execution and commercial growth. We are focused on strengthening the operating foundation of the business, but that does not mean we are stepping away from growth opportunities. It means we intend to pursue commercial growth in a way that is operationally supportable, strategically aligned and profitable. Our objective is to improve reliability, strengthen liquidity, modernize the operating engine and at the same time, continue advancing the commercial opportunities that fit the platform we are building. What is happening with digital? The issue in digital is not that our customers are the problem. The issue is that when change is introduced, whether through platform changes, integration updates or broader operating requirements, we have not been able to absorb and integrate those changes with speed and consistency we need.

That makes it harder to stay focused on the commercial and operational actions that help us grow. The opportunity in digital remains real. Our work is centered on improving how quickly and consistently we can onboard vendors, set up items, maintain item health, expand points of distribution and convert those efforts into more transacting items and stronger selling frequency over time. What operating indicators are you watching in digital? Internally, we look at metrics tied to vendor onboarding, item setup, transactability, points of distribution, selling frequency and broader item health over time. These measures are important on how we assess the health and direction of the business. They help us understand where we need to focus and where the process is improving or breaking down.

Why are you not publishing those digital KPIs yet? Part of the challenge is that many of these metrics are managerial in nature and the consistency of the underlying data depends on the consistency of how that data is managed. I understand how important these metrics can be in helping investors follow the health of the company, but it is equally important that any metric we release publicly be clearly defined, consistently measured and not open to misinterpretation. At this stage, I cannot say with certainty when they will be ready for public disclosure. Until then, we will continue using them for directional guidance internally to determine where we focus while we work toward a more definitive and consistent reporting framework. What changed in national distribution after the Pennsylvania move?

I would not frame it as though the business fundamentally changed. In many ways, the move improved important aspects of the model. We now have better fulfillment visibility, stronger customer reliability and better ability to manage working capital effectively. We also no longer have the debt associated with the prior facility. The biggest opportunity ahead of us in national distribution is making sure we maintain a competitive edge through disciplined execution, reliable service and an operating model that supports profitable growth. How should investors think about the profitability of the core business? The most important point is that after stripping out discontinued operations and those associated losses, we still have a profitable operating model in continuing operations.

The decision to focus on the core and stabilize the business should be viewed positively. It demonstrates discipline. Our objective is to show how we can grow profitably and sustainably before taking on greater complexity. That is the right sequencing for this company and in my view, the right way to create long-term shareholder value. What are you seeing in local distribution? The priority in local distribution is to improve the commercial footprint and grow sales. That starts with better service execution, stronger reliability and rebuilding trust with customers, but it also means reestablishing commercial momentum in the market. We want to improve execution and use the stronger operating base to support customer retention, win back business where appropriate and create new sales opportunities.

The focus is not just stabilization for its own sake. The focus is building a stronger local platform that can grow. What are you seeing in Denver? Denver remains early in its recovery path, but we do see strategic value in its role within the broader platform. As Denver becomes more integrated into our digital and operating model, it can help improve working capital velocity, expand assortment and support broader commercial opportunities without requiring unnecessary fixed cost expansion. That remains an important part of the long-term opportunity. Why is modernization such a major priority? Because modernization is what allows us to pursue growth with more speed, consistency and profitability. This is not just about systems for their own sake.

It is about reducing friction, improving visibility, strengthening governance around pricing, item setup, vendor onboarding, order flow and building an operating foundation that can support the business we have today and the growth we want tomorrow. What did the Mountain Top sale accomplish? Strategically, it removed a noncore asset, simplified the balance sheet, improved financial flexibility and sharpened our focus on continued operations. The transaction also eliminated the related debt structure and helped further align the company around an operating model we intend to scale going forward. Are you still pursuing growth opportunities while doing all of this foundational work? Yes, we are absolutely still pursuing commercial growth opportunities.

The distinction is that we want to pursue the right opportunities in the right way. Growth is important, but it also has to be supported by execution, reliability and the ability to do it profitably. Our approach in 2026 is to continue advancing growth opportunities while strengthening the operating foundation so that growth becomes more durable and scalable over time. What should investors watch over the next few quarters? I would watch for a combination of 2 things: stronger execution and healthy commercial progress. On the execution side, that means better reliability, better systems alignment and better operating discipline. On the commercial side, that means continued advancement of growth opportunities across the platform in a way that is supportable and profitable.

Our goal is to show that IVFH can improve the foundation and grow from the stronger base at the same time. With that, that concludes our Q&A session. Thank you very much.

Operator: Thank you. A replay of this call will be available on the company’s website at www.Ivfh.com. This concludes today’s conference call. You may now disconnect.