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Celsius Holdings (CELH) Risk Analysis
Risk Overview Q2, 2026
Source: the company's latest filing for the period ended Jun 30, 2026, filed Aug 06, 2026
Risk Change Over Time
- Share Price & Shareholder Rights - Risk 1We depend upon ourtrademarks and proprietaryrights, and anyfailureto protect ourintellectual propertyrights or anyclaimsthat we areinfringing upon therights of othersmay adversely af ect ourcompetitive position.
Oursuccess depends, in large part, on ourability to protect ourcurrent and future brandsand productsand to defend our intellectual property rights. Wecannot besurethat trademarks will be issuedwith respect to any futuretrademark applications or that ourcompetitors will not challenge, invalidate orcircumvent any existingor futuretrademarks issued to, or licensed by, us. Our productsaremanufactured usingour proprietary blends of ingredients. These blendsarecreated by third-party suppliers to ourspecificationsand then supplied to ourco-packers. Although all of thethird parties in oursupply andmanufacturechain executeconfidentiality agreements, therecan be no assurancethat our tradesecrets, includingour proprietary ingredient blends will not become known to competitors. We believethat ourcompetitors, many of whomaremoreestablished and have greater financialand personnel resources thanwe do, may beableto replicate or reverseengineer our processes, brands, flavors, or our products in amanner that could circumvent our protectivesafeguards. Therefore, wecannot give you any assurancethat ourconfidential business informationwill remain proprietary. Any such loss ofconfidentiality could diminish oreliminateany competitiveadvantage provided by our proprietary information.
- Share Price & Shareholder Rights - Risk 2If we do notmaintain an ef ectiveinternal control environment aswell as adequatecontrol procedures over ourfinancial reporting, investorconfidencemay be adversely af ected thereby af ecting thevalue of ourstock price
Wearerequired tomaintain proper internalcontrol over our financial reportingand adequatecontrols related to our disclosures. As defined in Rule 13a-15(f) under theExchangeAct, internalcontrol over financial reportingisa process designed by, or under thesupervision of, the principalexecutiveand principal financial officersand effected by the board of directors, management and other personnel, to providereasonableassuranceregardingthereliability of financial reportingand the preparation of financialstatements forexternal purposes in accordancewith generally accepted accountingprinciples. If wefail tomaintain adequatecontrols, our business, theresults of operations, financialcondition and/or the value of ourstockmay beadversely impacted.
- Share Price & Shareholder Rights - Risk 3Our board of directorshasthe authority, withoutstockholder approval, to issue preferred stock with termsthatmay not be beneficial to common stockholders and with the abilityto af ect adversely stockholdervoting power and perpetuatetheircontrol overus.
Our Articles of Incorporation allows our board of directors to issueshares of preferred stockwithout any vote or furtheraction by ourstockholders. Our board of directors has theauthority to fix and determinetherelativerightsand preferences of preferred stock. Asaresult, our board of directorscould authorizetheissuance ofaseries of preferred stock that would grant to holders the preferred right to ourassets upon liquidation, theright to receive dividend payments before dividendsare distributed to the holders ofcommon stock and theright to theredemption of theshares, together with a premium, prior to theredemption of ourcommon stock.
- Share Price & Shareholder Rights - Risk 4Our principal stockholderscan exertsignificant influence on theCompany’scorporate af airs.
Our principalstockholder ownsapproximately 25%of our issued and outstandingcommon stock. Accordingly, they will beableto effectively control theelection of directors,as wellasall other matters requiringstockholderapproval. Theinterests of our principalstockholders may differ fromtheinterests of otherstockholders with respect to theissuance ofshares, business transactions with orsales to othercompanies, selection of other directorsand other business decisions.
- Accounting & Financial Operations - Risk 5Oursales are af ected byseasonality.
As is typical in thefunctionalenergy drink and supplement industries, oursalesareseasonal. Our highest sales volumes generally occur in thesecond and third quarters, which correspond to the warmermonths of the year in ourmajormarkets. Consumer demand for our products isalso affected by weatherconditions. Cool, wet springorsummer weathercould result in decreased sales of our productsand could havean adverseeffect on our results of operations.
- Corporate Activity and Growth - Risk 6If we are unableto successfullymanage newproduct launches, our business and financial resultscould be adversely af ected.
Dueto the highly competitive nature of the global functionalenergy drink and supplement sectors, weexpect and intend to continueto introduce newproductsand evolveexistingproducts to better match consumer demand. Thesuccess of newand evolved products depends on a number of factors, includingtimely and successful development and consumeracceptance. Such endeavors may also involvesignificant risksand uncertainties, includingdistraction ofmanagement fromcurrent operations, greater than expected liabilitiesand expenses, inadequatereturn on capital,exposureto additional regulationsand reliance on the performance of third parties.
- Corporate Activity and Growth - Risk 7If wefail tomanagefuture growth ef ectively, our businesscould bematerially adversely af ected.
We haveexperienced rapid growth,and anticipatesuch growthmay continue. Duringthe yearendedDecember 31, 2021, we grewfrom154 to 225 employees,and expect to continueexpandingour hiringandmarketingefforts with no assurancethat our business or revenuewillcontinueto grow. This growthmay placesignificant demands onmanagement and our operational infrastructure. As wecontinueto grow, wemust managesuch growth effectively by successfully integrating, developingandmotivatingalarge number of newemployees, whilemaintainingthe beneficialaspects of our company culture. If we do not managethe growth of our businessand operationseffectively, the quality of our productsand efficiency of our operationscould sufferandwemay not beableto execute on our business plan, which could harmour brand, results of operationsand overall business. Accordingly, wecannot guaranteethat wewillachieve our planned growth, oreven if weareable to growas planned, that wewillcontinueto sustain such growth or performance.
- Corporate Activity and Growth - Risk 8Changesin theretail landscape ortheloss of keyretail orfoodservicecustomerscould adversely af ect ourfinancial results.
Our industry is beingaffected by thetrend toward consolidation in and blurringof thelines between retailchannels, particularly in Europeand theUnited States. Larger retailers may seek lower prices fromus, may demand increasedmarketingor promotionalexpenditures,andmay bemorelikely to usetheir distribution networks to introduceand develop private-label brands,any of which could negatively affect our profitability. In addition, discountersand valuestoresare growingat arapid pace. Our industry isalso beingaffected by therapid growth in sales through e-commerce retailers,e-commercewebsites, mobilecommerceapplicationsand subscription services, whichmay result in ashift away fromphysical retail operations to digitalchannels. As we build ourecommercecapabilities, wemay not beableto develop andmaintain successful relationships with existingand newe-commerceretailers without experiencinga deterioration of our relationships with key customers operatingphysical retailchannels. If weare unableto successfully adapt to therapidly changingretail landscape, includingtherapid growth in digitalcommerce, ourshare ofsales, volume growth and overall financial resultscould be negatively affected. In addition, oursuccess depends in part on ourability tomaintain good relationships with key retailcustomers. Theloss of one ormore of our key retailcustomerscould havean adverseeffect on our financial performance.