Every material Form 8-K HAIN CELESTIAL GROUP INC has filed with the SEC since September 14, 2026, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Hain Celestial reported fiscal first quarter 2027 results for the quarter ended September 30, 2026, with net sales down 29% to $260 million and a net loss of $11 million, narrowed from $21 million a year earlier. The company said final regulatory approvals were received in early November 2026 for the sale of its International business to AURELIUS, but a condition requiring a credit agreement amendment by October 12, 2026 was not satisfied, and discussions on a path forward continue.
Net sales were $260 million, down 29% year over year; organic net sales fell 7%.
Net loss was $11 million, or $0.12 per diluted share, versus $21 million, or $0.23, a year earlier; adjusted EBITDA was $18 million versus $20 million.
Final required regulatory approvals for the International sale to AURELIUS were received in early November 2026.
The credit agreement amendment condition due October 12, 2026 was not satisfied; total debt was $586 million at quarter end.
Hain Celestial said a condition to closing its September 12, 2026 sale of its International business to AURELIUS affiliates was not met: the Company and its lenders had not signed a credit agreement amendment by October 12, 2026. The Company says it is still talking with AURELIUS and its lenders about its capital structure, and that the sale's outcome remains uncertain for shareholders. The same filing reports two director appointments and two resignations.
Credit agreement amendment with lenders was due by October 12, 2026; the Company says this condition was not satisfied.
The International business covers UK, Ireland and Europe operations, including Ella's Kitchen, Joya, Natumi, Hartley's, Cully & Sully, Yorkshire Provender and New Covent Garden brands.
Company continues discussions with AURELIUS and lenders and will provide an update when there are material developments.
Patricia Ferrari and Richard Shinder joined the Board on October 11, 2026, each receiving a monthly cash director fee of $30,000.
Hain Celestial's common stock was transferred from The Nasdaq Global Select Market to The Nasdaq Capital Market on September 24, 2026, and Nasdaq granted an additional 180-day period, to March 22, 2027, to regain the $1.00 minimum bid price. The company may need a reverse stock split, and it states there is no assurance it will regain or maintain compliance. Separately, Chief Accounting Officer Michael J. Ragusa plans to resign effective November 1, 2026, and CFO Lee A. Boyce will also take on the principal accounting officer role.
Stock transferred to The Nasdaq Capital Market at the opening of business on September 24, 2026, and continues to trade as HAIN
Nasdaq deficiency: closing bid price below $1.00 for 30 consecutive business days; second compliance period ends March 22, 2027
Compliance requires closing at or above $1.00 for at least ten consecutive business days; a reverse stock split may be used if necessary
Michael J. Ragusa resigns as SVP, Chief Accounting Officer, effective November 1, 2026; Lee A. Boyce takes on the principal accounting officer role
Hain Celestial agreed on September 12, 2026 to sell its International business in the UK, Ireland and Europe to affiliates of AURELIUS, with estimated net proceeds of $305 million to $310 million to be used to reduce debt. Closing depends on regulatory approvals and a credit agreement amendment by October 12, 2026, which the company says it is still negotiating with lenders. The same day it reported fiscal fourth-quarter net sales down 28% to $263 million, with a narrower net loss of $62 million.
Gross sale price of £233.0 million plus an estimated £5.5 million locked box amount, about $323.2 million in total; expected net cash proceeds of $305 million to $310 million
Closing requires a credit agreement amendment by October 12, 2026 extending the December 22, 2026 maturity by at least nine months; the purchasers may terminate if it is not obtained
Expected closing in the fiscal second quarter ending December 31, 2026
Fiscal Q4 2026 net sales $263 million, down 28%; net loss $62 million versus $273 million; loss per diluted share $0.68 versus $3.06
Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.
Only material 8-Ks get a brief: results, deals, executive changes, restructuring, impairments, delisting notices, restatements, cybersecurity incidents and other disclosed events. Routine filings (vote results, exhibits only) are skipped. Every HAIN CELESTIAL GROUP INC filing is on SEC EDGAR ↗. 8-K briefs of other companies →