Thanks, Sherry. Good morning, everyone, and thank you for joining our third-quarter 2025 earnings call.

As you recall, the first half of this year, we primarily focused on disciplined cash management and strengthening our supply chain. These initiatives have proven highly effective for Jones.

We reduced our selling, general, and administrative expenses, right-sized our portfolio, and completed the divestiture of our marijuana assets, all of which position the company with a stronger financial foundation. In the third quarter, we built on these operational gains and achieved further meaningful improvements.

We consolidated MyJones and the e-commerce under a single fulfillment partner, reducing costs and increasing efficiencies. We centralized warehousing and logistics, optimizing freight routes and enabling multi-SKU load pairing.

Lastly, we improved forecasting and inventory management, supported by supplier renegotiations and a shift to just-in-time inventory model. The improvements made through the first three quarters of 2025 have strengthened operational efficiencies and positioned the company to scale effectively as order volumes are expected to increase.

Under prior managements, Jones faced challenges in maintaining margins during periods of heightened demand, and as many of the operational efficiencies limited scalability. By addressing these issues in myself and Brian's first years of management, the company is now equipped to handle higher order volumes without the drag of significant rising costs.

These enhancements create a stronger foundation for sustained top-line growth while preserving margins. Furthermore, making these fixes has allowed us to shift our focus towards growth.

This quarter, we expanded our club and DSD distribution networks to increase reach and volume in our core soda business. We achieved record D2C channel performance through our Bethesda partnership, and we broadened our zero-sugar portfolio, meeting growing consumer demand.

These initiatives support our overarching goal of driving sustainable growth across the three key categories of core, modern, and adult beverages. Our strategy is to pursue controlled and disciplined expansion within each one of these categories.

One of our biggest takeaways from this quarter is the success from our strategic partnership and socially rooted marketing campaigns. Initiatives like Crayola and Bethesda were huge successes, leading to record-breaking D2C sales.

Today, consumers engage with brands as a form of personal expression, not just consumption. Social currency is beginning to increasingly define category leadership.

Collaborations rooted in culture, virality, and nostalgia have proven more effective than typical product innovations. Products designed with visibility, collectibility, and community interaction are the products that we see the most success in the future, and Jones is strategically aligned with this shift.

We see this alignment exemplified by the success of our launches like Fallout and Crayola. This reflects our team's ability to anticipate consumer demand and deliver products that truly resonate.

Looking ahead, we expect to continue similar launches in the quarters ahead. One of these upcoming Rocket Bottle launch is forthcoming in this quarter.

The iconic Rocket Bottle from the Fallout series goes on sales in Q4, followed by additional flavor launches in 2026. It's expected to become a collector-driven product, supporting premium pricing and reoccurring demand.

Before passing the phone over to Brian to cover our third-quarter financial results, I wanted to cover two recent developments. The first major factor is the recent US government ruling tied to new hemp regulations affecting HD9 products.

This language was passed last week and was folded into the legislation for reopening the government with no debate. We're closely tracking evolving interpretations of the law and validating all effective dates, including that the provision is set to take effect 1 year from the bill signing, and we expect clearer interpretation within the next 60 days to understand precisely how these changes may be applied.

Until the final guidance is issued, it remains business as usual for our operations, including producing high-quality products our fans consistently seek out and rely on. This period also allows us to work closely with other organizations to advocate for responsible, science-based regulation across the industry.

At the same time, we're prepared to activate our contingency plan immediately should the regulatory environment require it. While the situation is disappointing, we remain confident in the long-term strength and potential growth of our adult beverage category.

The second development I wanted to highlight is the anticipated growth within our core soda segment in the fourth quarter. Through our strategic partnerships with Bethesda and the Fallout series and targeted marketing initiatives, we have secured a substantial volume of purchase orders scheduled to ship throughout this month and into December.

When combined with strong performance across other channels, this is expected to generate more than $8 million in fourth-quarter revenue. This achievement underscores our team's ability to identify and execute new growth opportunities.

As we continue to deliver on similar orders, we not only strengthen our financial profile, but begin to develop credibility and build brand equity in the industry. Establishing this credibility and growing the brand is so important to our long-term mission as it opens up the door for opportunities that were unattainable before.

This is a huge win for Jones, and we expect to build upon this momentum in the upcoming quarters. With that, I'd like to pass the call over to Brian to talk more about our third-quarter financials.

Brian?

Thank you, Scott, and good morning, everyone. Net revenue in the third quarter increased 15% to $4.5 million, compared to $3.9 million in the year-ago period.

The increase in revenue was primarily driven by sustained growth in our HD9, direct-to-consumer, and fountain products. As Scott mentioned, we expect to see increased net revenue in the fourth quarter, driven by higher volumes in our core soda category into 2026 from our very successful Fallout-related product lines.

That includes Sunset Sarsaparilla and the exclusive Fallout Vault-Tec packs through our club channel. As we stated in our news release, our fourth-quarter gross sales guidance is $8 million, driven by these Fallout products.

Gross profit increased by approximately $0.6 million, or 76.7%, to approximately $1.3 million, compared to $0.7 million last year. Gross margin as a percentage of net revenue increased significantly to 28.9% from 18.8% in the prior quarter, or an incremental 10.1 percentage points.

The major improvements to gross margin were driven by lower trade spend, lower product costs, as well as lower freight and warehousing charges. As mentioned last quarter, our team issued RFIs for our freight lanes to further optimize transportation, and we've continued to rationalize our warehousing to reduce costs.

The resulting increase in gross margin reflects these initiatives along with ongoing efforts to lower COGS. The company continues to look for opportunities to decrease the cost of goods sold with its co-manufacturers, and our warehouse and freight providers.

Total operating expenses decreased approximately 20% to $2.7 million in the third quarter, compared to $3.4 million in the year-ago period. Additionally, G&A costs declined by 8 percentage points as a share of revenue year-over-year, and we remain focused on identifying further cost-reduction opportunities.

What's important here is the cost-cutting Scott and I implemented early in the year is sustainable. We're looking to now focus on growing the top line and continue to make improvements to the gross profit margins.

As our top-line growth is expected to accelerate in the quarters ahead, our volumes will increase, and that means we'll have opportunities to negotiate lower co-manufacturing fees, ingredient and packaging purchase costs. We'll also continue to focus to hold down SG&A costs to get to a lower percentage of net sales in the coming quarters.

Net loss for the quarter was $1.4 million, or negative 1 cent per share, compared to a net loss of $2.6 million, or 2 cents per share. The improvement in net income was driven by a combination of higher gross margin and lower operating expenses.

Adjusted EBITDA improved 65% compared to prior year to negative $0.9 million, compared to a negative $2.2 million in the previous period. Lastly, I wanted to touch briefly on our balance sheet.

As of September 30th, 2025, the company had approximately $0.2 million in cash and $0.6 million in working capital. Early on in my tenure as CFO, I made the decision to move to a different line of credit facility.

This was an extremely important move for Jones as it increased our credit facilities from $2 million on a small base of assets to borrow against to $5 million on a larger base of assets to borrow against. Scott and I needed some time to right the Jones ship, and the extra room in the credit line has done just that.

We've reduced costs significantly and cut the EBITDA loss down by over $2 million for the 9 months. Credit facility has also financially supported the buildup of inventory for the sales forecast for Q4 of $8 million.

We'd like to thank our partners at Two Shores Capital for believing in the Jones leadership team to complete the turnaround in our business in 2025. I'd also like to highlight that with the change in HD9 legislation, Scott and I will carefully manage through this development to keep our inventory levels in HD9 as low as possible and continue to de-risk our exposure in the coming months.

As Scott highlighted previously, we see a number of market opportunities for Jones in its core business with the success of the Fallout products in club, DSD, and the direct-to-consumer channels. Additionally, we plan to focus on the untapped opportunity in Spiked Jones to build the alternative adult segment, and lastly, look to drive volume for the modern soda category in 2026.

With all this momentum in the fourth quarter, I'm excited to see this growth take shape. We'll continue to focus on operational discipline.

Scott, over to you for final remarks.

Thanks, Brian. The future of Jones remains in driving growth across our key focus areas, which are core soda, modern, and our adult beverage.

Within our core core soda, we continue to expand and grow our distribution partners while launching exciting and socially relevant initiatives. In modern soda, we're excited about the growth we see on our marquee products, PopJones and Fiesta, and remain bullish about the functional beverage category as a whole.

As we continue to sign new distribution part partners for these products, we're excited to further align offerings with consumer behavior and preferences. In the adult beverages, although we expect HD9 to be a smaller part of the category due to US regulation, we're excited about Spiked Jones sips, and we will continue to look for ways to increase our market share in the adult beverage category.

To wrap up, Q3 was an it was a great quarter for Jones Soda. We continue to make significant operational improvements that have strengthened our business model and positioned us for success.

Additionally, we're begin beginning to see some momentum across the brand and our sales channel supported by meaningful orders that will help elevate the company, drive revenue, and create more opportunities ahead. This is an exciting time for Jones, and we look forward to building this progress and deliver sustained top-line growth, increased profitability, and long-term value creation for our shareholders.

Before moving to Q&A, I want to take a moment to thank our team. The resilience, passion, and belief in what we're building have been the backbone of this turnaround.

I'm equally grateful to our partners and our customers for their continued commitment and support. With that, we'll wrap up the call by addressing some of the questions that have been submitted via the live webcast.

First question, Brian, this is probably a great question for you to take: Can you provide a cash holding guidance given the large amount of accounts payable on the balance sheet?

Thanks, Scott. As I mentioned earlier, we have a $5 million credit facility that we utilize as we need to drawn it to build up inventory.

We expect to have adequate cash resources to roll out our Q4 sales plan and into 2026. Scott, back to you.

Great. Thanks, Brian.

Second question: It's great that Jones is being innovative with new product development. Is there any thought about broadening its distribution footprint through independent DSD network in new markets and making investments in chain account teams to help distribution and authorization of new products?

Great question. Yes, the independents are who we're targeting, as well as we're still going after some of the larger distribution networks that are out there.

We find that they're great partners with us. They believe in the brand and are willing to go back and reinvest in the brand as well in order to put the products onto the shelves.

When you start taking a look at independent account teams, again, it's just additional dollars that we'd add on to the SG&A lines. It's something that we are talking about internally, whether or not we focus it on a specific region of the country and see how well it does within there, to see the growth that we get out of there, but is definitely something that we are actually taking a look at internally and continue to have those ongoing conversations about.

Third question, Brian, is probably one for you: Where do things stand with the S-1 filing, any potential uplist to JBEV, any fundraising efforts? Did anything material come out of the Gateway Conference?

With the Gateway Conference, you'll see Scott and I attending these type of events as they come available and make sense for Jones to attend. We felt it was a good use of our time to meet potential new investors who were familiar with the brand from a consumer perspective, but not as familiar with us as a public company.

We think we made some good connections there with potential investors, and you'll see us out there in the future. In terms of the S-1 filing, it is paused at this stage.

We're focused on delivering a great fourth quarter for Jones shareholders, and we will revisit this sometime in '26.

Great. Next question: For PopJones and Fiesta, have store counts increased, held steady, or decreased, and how well is the sell-through this quarter?

We've actually expanded our PopJones this quarter. We actually were able to get into a few different, convenience, not convenience stores, but other channels for for growth in there.

We picked up about 4.3 on Jones year-over-year on the on PopJones moving through there. We we were able to get into Shaw's, which we saw a 96% lift for PopJones.

It is moving through there. Again, the the field is super, super competitive in there within the the whole, modern soda category, but again, I think, the brand differentiator is our flavor profile that we're able to bring into the into into the consumers as we start to roll out there as well.

On the next question: On the last earnings call, you anticipated you anticipated Q3 revenue would exceed Q1 and Q2. What didn't materialize that may have caused that shortfall?

Brian?

The only area that I could think of, Scott, would be HD9 came in lighter than expected, and that was due to some co-man issues that were being resolved during the quarter. I think, well, as you heard from our sales guidance in Q4, that is going to be significantly higher than last year's Q4 numbers.

Great. Thanks, Brian.

Was the Southeast Costco test for core Jones Soda successful? What sell-through rate did you observe?

It didn't meet the threshold of what Costco was looking for. They have a specific threshold.

As I would say, it didn't perform poorly, but it did not achieve that threshold, and I attribute a couple of things to that is that we were into the Southeast, brand is not a lot of notoriety in the Southeast, but in some cases, then had some great sell-through in some of the clubs, but not so much in some of the other ones that we were able to get through. How do we feel about that going forward?

We're still optimistic. We, and again, we'll be able to share some more thoughts as we continue through our next conference call, but we've gone back and we're still pitching Costco on a few different ideas, and of course, one rotation through there that may not be successful does not box you out from getting in there again.

Again, more to come on that, some stuff that you'll hear forthcoming, but that initial rotation, yeah, did not meet the threshold that they were actually looking for.

Could I just add something

there, Scott? Yeah.

Scott, go ahead. There was a news release that we put out in October.

I'd like to draw everyone's attention to our success with the Fallout exclusive Vault-Tec pack that we ran through the Costco Northeast region. That one exceeded the sell-through hurdle, Scott, right?

We are, as the news release indicated, we're working around the clock to deliver additional products, so as Scott mentioned, just because one particular region, one product didn't work, there are other opportunities that we're excelling on with Costco.

Yeah. That rotation that we did for them up in the Northeast was very unique.

It caused a bunch of fury online as to where you're able to find the product. We've seen it up on eBay, it actually was a huge success, and we were very excited about that opportunity, as was Costco, just based upon the sell-through rates that they achieved.

Next question: You recently hired a new CMO. What strategic and creative shifts do you expect this to bring?

I think what Eric brings to us is the ability to be able to look at our current channels that we want to continue to focus on. We keep talking about the same thing, whether it's core, modern, or adult, and really try to understand the consumer base that's within each one of those categories.

Eric's job is how do we communicate, and we look at it from this perspective, I call it the three E's, really. For each one of those categories, we want to understand how do we educate our consumers, how do we entertain them, and how we engage them, and that's part of the pillars that Eric will be able to run after.

One, it's identifying who those consumers in there, whether we think that they are or not. We need to validate that through data, figure out how do we go back and connect with them via social media, or in-store displays, or TPRs that we may do.

It's really about what he will bring to this is really that strategic vision as to how do we get the brand out there, how the brand gets notoriety, and as we mentioned even with the Fallout Vault-Tec thing that we did with Costco and some of the others and some of the D2C stuff that we do, it's about building brand impressions, meaning getting that Jones name out in front of people where it becomes a household name where people begin to recognize it when they walk down the aisle. His job is to strategically put this in place on how do we execute the three E's and then how do we connect with our consumers to drive value and incrementality of each one of those categories, and then staying on top of flavors, and profiles, and brands, and what do we need to change within our categories or add when new flavors are on the horizon, and how do we adapt to stay relevant within our existing channels that we run after.

Great question. Next question was: Previous leadership proposed a refresh brand direction modernizing Jones' look while keeping key classic elements.

Does Jones company plan to continue evolving the brand to remain culturally relevant to avoid appearing outdated on the shelf? I think quick response to this would be yes.

Yes, I think it's a yes-and-no question. One, people recognize us for pictures that are on our bottles, right?

That brings back nostalgia, it brings back relevancy. It gives us the opportunity to be able to connect with our customers from them submitting in pictures that could potentially be on the bottles as well.

Then you look on the flip of that when you look at the PopJones and the Spiked Jones that they're a little bit different. They don't have the pictures on there.

Couple of reasons for those could be the fact that, hey, when we do long production runs and changing them out, maybe less frequently. Again, Eric, who's joined us as the CMO, is taking a look at those of how, one, we stay relevant, but don't lose who we are going forward.

I think that there's a combination of both, and we have to find that medium in between as to how do we stay relevant with today's look and feel but by not also erasing our 30-year heritage of the brand that made Jones, which is, hey, I'm putting somebody's photo up on one of our bottles. If we're able to come up with a way that we're able to define it as we continually talk about internally is that we have to have a label strategy and a flavor strategy.

If we're able to figure out how we bring those pictures in and get them on the cans and rotate them more quickly, it's certainly definitely something that we continue to look at on an ongoing basis. Next one sort of ties into the same one: Why did Jones steer away from including customer photos on PopJones and the Fiesta Jones?

I just touched into that, and again, it's about quantity of production runs, cost of production runs. How do the pictures portray onto a can versus a printed paper label?

Again, it's something that we're looking at, and Eric is spending some time on how do we bring that to life if possible because, yes, it is meaningful for people to see that on there, and it really relates back to who we are. Next question: Previously mentioned discussions with Walmart.

Has that conversation advanced, and what is the opportunity, or has that opportunity been paused for now? Great question.

We did have that meeting with them. There was 30 different brands that did the presentation to the Walmart buyer, which included all the better-for-you carbonated beverage.

What Walmart came back with is that, hey, they were looking for strong regional retailers that are delivering sell-through there, and we were able to point out that through some of the existing chains that were in, how well that our performance did. They talked about a potential test to be able to roll that out, and they had great feedback on the five flavors that we had produced for them.

Where is it today? Unfortunately, the buyer that we were speaking to has moved on.

Now we are bit in a pause as they onboard that new buyer, and once they're in there, then we'll continue to get up in front of them and follow up as far as where we were within that queue of that potential product launch that we have there. If HD9 gets shut down, can Jones repurpose the 800-plus coolers that have been deployed to pivot to Spiked Jones?

Absolutely. Yes.

As a matter of fact, I was just at the National Association of Convenience Store Operators convention a couple of weeks ago, and we had the coolers on site. The good news about the coolers is that they're not HD9 branded.

They're Jones branded. Other than some window clings that are on there, they can definitely be repurposed not only for modern or spiked or core.

They can be reutilized, and those are internal conversations that we are talking about as well.

I was just going to add, a number of our distributors carry multiple Jones products as well, we wouldn't have to redeploy in those cases.

Yeah. Great.

Thanks, Brian. What about PopJones, no mention of this?

I did touch on PopJones, and just as an example, we launched PopJones in this past quarter, all five SKUs into Meijer, Jewel, Fiesta Foods as well, there is movement on there. We are going back and taking a look, let's try to see how we improve the economics on that product as well to get us more competitive that's in there, and whether or not again, it's looking at the ingredients.

We're not going to play with flavor because people love flavor, but we will look at trying to improve the COGS to get us to a better value proposition in order for us to be able to compete with, like I said, at Costco or at Walmart with those 30 different other manufacturers that are out there that are competing for that same space. The last question is exactly why was the fundraise and uplist paused?

Brian, can you add any additional color to that?

I would say the following: Scott and I, as you can see from our dialogue today, are pretty excited about the fourth quarter. We think that, and I use the word, complete the turnaround this year.

We think we're in a better spot if the board wanted to raise additional capital once we complete the year and demonstrate what Jones has accomplished in 2025. Secondly, the Nasdaq, for example, has increased its uplist capital raise requirements to $15 million from the original $5.

These are the two reasons, but again, we've got the credit facility to help finance the increase in inventory that we need to do for the fourth quarter, we're in good shape, and we are excited to complete the year. Scott?

Great. Next question: A year ago, we were hearing about exciting growth with Jones fountain, and you mentioned fountain as being part of the profitability.

What is happening with this? We actually launched in a segment into a particular customer so far, and there is great excitement around that as well as that we've got some big things that we're working on within the convenient channel of open heads within some of those convenience channels to be able to launch fountain, and with great excitement, and it can either be carbonated or non-carbonated products.

Again, the teams are working diligently on that to be able to see if that's another way for us to edge our way into space and unoccupied heads within some of the convenience stores that we're in there. More to come on that one, but it is something that the team is exploring as we go through.

Next question: How often can you capitalize on Fallout opportunities? Do similar opportunities in the future?

Fallout series is we have a 3-year commitment with Bethesda, who represents Fallout. We're only in year one of year three, we will continue to capitalize as much as we can with Fallout.

The question is, is there other opportunities, and the answer is absolutely yes, and we are going down those exploratory issues now with some really exciting potentials coming forward. We looked at Crayola.

We did Crayola this year, too, you can look for us probably doing something again for the back to school coming up in next year with the Crayola as well. The teams are actively out there talking to other potentials, which are getting us excited in there because we have the flexibility to be able to adjust, adapt, and create.

Again, going along those same lines about educating people about our brand, and entertaining them, and engaging them. I really see that is a ongoing opportunity for us to be able to engage in these licensed properties opportunities for us on an ongoing basis, whether it's in a store, in a club, or on our D2C site, or on their D2C site as well.

I think that there's great optimistic outlook on those abilities for us to be able to partner with these licensed properties on an ongoing basis.

Scott, could I get you to maybe talk about one other thing? We talk about Fallout, the viral nature of how explosive that went in social media and how it brought people's attention to Jones brand again, and all that attention.

I think you use the words that that would have cost an awful lot in terms of formal advertising to get the Jones name out there like that. Wonder if you could touch on that and then how that has elevated the Jones brand again to other potential partners that have taken notice of the whole phenomenon?

Yeah. Great question.

When we rolled Fallout out, we did put some allocated dollars behind how are we going to market this to be able to drive some social media buzz around this. There was two ways that we were actually able to accomplish this: One was that direct investment in there about going out and paying to engage consumers to look at our posts and paying for that.

What we saw was a minimal investment drove millions of impressions of the posts that we were able to put out there. We worked with specific influencers that were in the Fallout space.

Hey, we went and engaged one of them, we paid them a fee, they did a post, and that post just through their following just exploded. What that did for the brand is it brought us back to relevancy is, hey, it's a Jones product partnering with Fallout, we're able to drive these impressions all across.

Each one of these, and again, if you follow us on Instagram, you've seen a lot of posts even over the weekend where we were in Vegas out in the desert in a saloon where it all actually takes place, and it's in the actual series itself. We had a booth.

We were engaging with consumers. We debuted the Rocket Bottle that we're going to sell here in Q4.

We actually had a picture of the Rocket Bottle in the star of the show's hand behind the bar, and that just exploded as well. All of that is, again, it's helping the Fallout series itself, but it's also about helping the brand itself by, one, building impressions of us, getting that name Jones out in front of consumers where they go Fallout and Jones, and it will drive consumers to us.

We did see this when we rolled out Sunset Sarsaparilla on our website, astronomical amount of sales. Again, it was associated with Fallout, but we're able to capitalize on those benefits of selling our product and getting our name out in front of consumers on a go-forward basis.

Brian, I don't know if I missed any part of the question that you had.

I know you can't name names, but we certainly saw other interested brands come forward as a result, I think, of the success of the Fallout products.

Yeah. Two different things: One is that we've had other licensed properties contact us already as to, hey, saw what you did there, could you probably help us out with that?

We've had some really exciting conversations over the last week about that, more on that. Not only on that side, but it also came from our customers.

We've had customers that we've gone to approach before that weren't really interested in Jones, but came back to us since we've done this Fallout thing saying, hey, how can you help us with something like that on a go-forward basis where before they wouldn't entertain a conversation with us, now we're actually getting inbound phone calls from potential either big box, clubs, or such that are interested in how do we help them develop products for them to be able to draw consumers into their space as well. Great.

Those are all the questions that were submitted today, and hopefully, we were able to answer your questions and again provide you some insight in how things that Brian and I are working on. We'd like to thank everyone again for taking the time to listen today.

Again, I'd welcome further questions, or we'd be happy to take one-on-one calls later this week or into next. Again, and please direct any inquiries to [email protected].

I'd be happy to address accordingly. Again, if I don't speak to you soon, I look forward to addressing you all again when we report our full-year and fourth-quarter results in March.

Again, thanks again, everyone. Have a great day.

Operator, back to you.