Once Upon a Farm (OFRM) Registration Filing summary

Company overview and business model

• Provides organic, fresh, and nutritious food for babies and kids, with no added sugar, preservatives, or artificial ingredients.

• Operates as a public benefit corporation, balancing financial interests with social and environmental impact.

• Products include cold-pressed pouches, refrigerated oat bars, dry baby snacks, and frozen meals, distributed through over 25,000 retail doors and a DTC platform.

• Focuses on innovation, with a robust pipeline and rapid expansion into new categories and formats.

• Maintains strong relationships with major retailers and leverages omnichannel distribution, including a growing e-commerce presence.

Financial performance and metrics

• Net sales grew from $66.3M in 2022 to $225.9M in the twelve months ended September 30, 2025, a 56.2% CAGR.

• Gross margin increased from 39.3% in 2022 to 41.7% in the twelve months ended September 30, 2025.

• Contribution margin rose from 28.0% in 2022 to 36.0% in the twelve months ended September 30, 2025.

• Net loss increased from $19.3M in 2022 to $52.0M in the twelve months ended September 30, 2025.

• Adjusted EBITDA loss improved from $14.0M in 2022 to $2.4M in the twelve months ended September 30, 2025.

• For Q4 2025, estimated net sales are $62M–$64.1M, with net income of $9M–$11.5M, driven by reduced trade and marketing spend and a $6.8M gain from derivative liability revaluation.

Use of proceeds and capital allocation

• Expected net proceeds of $111.7M (or $139.3M if underwriters' option is exercised), assuming an $18.00/share IPO price.

• Proceeds will be used to repay $43M in outstanding borrowings, purchase $25M in new equipment, pay $7M under a spokesperson agreement, settle $1.6M in employee SARs, and for general corporate purposes.