EX-99.1 2 exh991-pressreleaseq32022.htm EX-99.1 PRESS RELEASE Document

Exhibit 99.1    
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Contact:    Suann Guthrie
VP, Investor Relations, Sustainability & Communications
(469) 214-8202; Suann.Guthrie@darlingii.com
FOR IMMEDIATE RELEASE
Nov. 8, 2022


Darling Ingredients Inc. Announces Third Quarter 2022 Results

Third Quarter 2022
Net income of $191 million, or $1.17 per GAAP diluted share
Net Sales of $1.7 billion
Combined adjusted EBITDA of $394.7 million
Repurchased $37.2 million of stock

IRVING, TEXAS - Darling Ingredients Inc. (NYSE: DAR) today reported net income attributable to Darling Ingredients of $191 million, or $1.17 per diluted share for the third quarter 2022, compared to net income attributable to Darling Ingredients of $146.8 million, or $0.88 per diluted share, for the third quarter 2021. The company also reported net sales of $1.7 billion for the third quarter of 2022, as compared with net sales of $1.2 billion for the same period a year ago.

“Darling Ingredients delivered another strong quarter, carrying great momentum to finish the year with record earnings,” said Randall C. Stuewe, Chairman and Chief Executive Officer of Darling Ingredients Inc. “Strong worldwide demand for fats and proteins will continue to be a tailwind for our global ingredients business. Diamond Green Diesel III is expected to come on-line within the next week, six months ahead of schedule. This, once again, showcases our strength and expertise to satisfy demand for decarbonization solutions in a meaningful way.”

For the nine months ended Oct. 1, 2022, Darling Ingredients reported net sales of $4.8 billion, compared to net sales of $3.4 billion for the same period in 2021. Net income attributable to Darling Ingredients for the first nine months of 2022 was $581.1 million, or $3.54 per diluted share, as compared to net income attributable to Darling Ingredients of $495.2 million, or $2.96 per diluted share, for the first nine months of 2021.

Combined adjusted EBITDA was $394.7 million for the third quarter 2022, compared to $289.6 million for the same period in 2021. On a year-to-date basis, combined adjusted EBITDA totaled $1.13 billion for 2022, as compared to $928 million for the same period in 2021.

Under Darling Ingredients’ share repurchase program, the company repurchased approximately 609,000 shares of common stock during the third quarter for a total of $37.2 million, bringing the total stock repurchased year to date 2022 as of Oct. 1, 2022, to approximately 1.58 million shares of common stock for a total of $103.1 million.

As of Oct. 1, 2022, Darling had $126.1 million in cash and cash equivalents, and $1.35 billion available under its committed revolving credit agreement. Total debt outstanding as of Oct. 1, 2022 was $3.3 billion. The leverage ratio as measured by the company’s bank covenant was 2.48 as of Oct. 1, 2022. Year-to-date capital expenditures totaled approximately $257.1 million.

On Aug. 1, 2022, Darling Ingredients completed the acquisition of FASA Group, the largest independent rendering company in Brazil. On Oct. 18, 2022, Darling Ingredients announced it had entered into a definitive agreement to acquire all of the shares of Gelnex, a leading global producer of collagen products for approximately $1.2 billion USD in cash. Darling Ingredients also announced on Nov. 2, 2022, that it has entered into a definitive agreement to purchase Polish rendering company, Miropasz Group for approximately €110 million Euros.

Darling Ingredients reaffirms its previously announced forecast for full year 2022 of $1.55-$1.6 billion combined adjusted EBITDA.








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Segment Financial Tables (in thousands)
(unaudited)
Three Months Ended October 1, 2022Feed IngredientsFood IngredientsFuel IngredientsCorporateTotal
Net sales$1,273,142 $347,902 $126,555 $— $1,747,599 
Cost of sales and operating expenses1,012,899 256,557 101,781 — 1,371,237 
Gross margin260,243 91,345 24,774 — 376,362 
Gain on sale of assets(2,290)(809)(17)— (3,116)
Selling, general and administrative expenses63,973 23,909 1,724 15,474 105,080 
Acquisition and integration costs— — — 4,503 4,503 
Depreciation and amortization80,679 14,408 7,284 2,607 104,978 
Equity in net income of Diamond Green Diesel— — 103,414 — 103,414 
Segment operating income/(loss)$117,881 $53,837 $119,197 $(22,584)$268,331 
Equity in net income of other unconsolidated subsidiaries2,301 — — — 2,301 
Segment income/(loss)$120,182 $53,837 $119,197 $(22,584)$270,632 
Segment EBITDA$198,560 $68,245 $23,067 $(15,474)$274,398 
DGD adjusted EBITDA (Darling's Share)— — 120,333 — 120,333 
Combined adjusted EBITDA$198,560 $68,245 $143,400 $(15,474)$394,731 

Three Months Ended October 2, 2021Feed IngredientsFood IngredientsFuel IngredientsCorporateTotal
Net sales$769,626 $311,856 $104,434 $— $1,185,916 
Cost of sales and operating expenses553,662 241,308 64,634 — 859,604 
Gross margin215,964 70,548 39,800 — 326,312 
Gain on sale of assets(229)(8)(264)— (501)
Selling, general and administrative expenses54,997 24,417 4,481 13,380 97,275 
Depreciation and amortization53,824 14,933 6,361 2,708 77,826 
Equity in net income of Diamond Green Diesel— — 53,951 — 53,951 
Segment operating income/(loss)$107,372 $31,206 $83,173 $(16,088)$205,663 
Equity in net income of other unconsolidated subsidiaries1,647 — — — 1,647 
Segment income/(loss)$109,019 $31,206 $83,173 $(16,088)$207,310 
Segment EBITDA$161,196 $46,139 $35,583 $(13,380)$229,538 
DGD adjusted EBITDA (Darling's Share)— — 60,026 — 60,026 
Combined adjusted EBITDA$161,196 $46,139 $95,609 $(13,380)$289,564 
Segment EBITDA consists of segment income (loss), less equity in net income from unconsolidated subsidiaries, less equity in net income of Diamond Green Diesel, plus depreciation and amortization, plus acquisition and integration costs, plus restructuring and impairment charges, plus Darling’s share of DGD Adjusted EBITDA.






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Segment Financial Tables (in thousands) continued
(unaudited)
Nine Months Ended October 1, 2022Feed IngredientsFood IngredientsFuel IngredientsCorporateTotal
Net sales$3,322,927 $1,071,897 $369,297 $— $4,764,121 
Cost of sales and operating expenses2,522,728 807,833 292,760 — 3,623,321 
Gross margin800,199 264,064 76,537 — 1,140,800 
Gain on sale of assets(3,595)(891)(74)— (4,560)
Selling, general and administrative expenses185,045 73,608 9,921 46,314 314,888 
Restructuring and asset impairment charges8,557 — — — 8,557 
Acquisition and integration costs— — — 13,634 13,634 
Depreciation and amortization203,967 44,307 20,894 8,169 277,337 
Equity in net income of Diamond Green Diesel— — 248,898 — 248,898 
Segment operating income/(loss)$406,225 $147,040 $294,694 $(68,117)$779,842 
Equity in net income of other unconsolidated subsidiaries5,933 — — — 5,933 
Segment income/(loss)$412,158 $147,040 $294,694 $(68,117)$785,775 
Segment EBITDA$618,749 $191,347 $66,690 $(46,314)$830,472 
DGD adjusted EBITDA (Darling's Share)— — 297,503 — 297,503 
Combined adjusted EBITDA$618,749 $191,347 $364,193 $(46,314)$1,127,975 

Nine Months Ended October 2, 2021Feed IngredientsFood IngredientsFuel IngredientsCorporateTotal
Net sales$2,193,002 $926,952 $311,347 $— $3,431,301 
Cost of sales and operating expenses1,584,667 706,260 219,534 — 2,510,461 
Gross margin608,335 220,692 91,813 — 920,840 
Loss (gain) on sale of assets(490)(1)(302)— (793)
Selling, general and administrative expenses162,594 75,150 13,822 42,239 293,805 
Restructuring and asset impairment charges— — 778 — 778 
Depreciation and amortization162,404 45,666 19,214 8,298 235,582 
Equity in net income of Diamond Green Diesel— — 281,964 — 281,964 
Segment operating income/(loss)$283,827 $99,877 $340,265 $(50,537)$673,432 
Equity in net income of other unconsolidated subsidiaries4,199 — — — 4,199 
Segment income/(loss)$288,026 $99,877 $340,265 $(50,537)$677,631 
Segment EBITDA$446,231 $145,543 $78,293 $(42,239)$627,828 
DGD adjusted EBITDA (Darling's Share)— — 300,227 — 300,227 
Combined adjusted EBITDA$446,231 $145,543 $378,520 $(42,239)$928,055 


Segment EBITDA consists of segment income (loss), less equity in net income from unconsolidated subsidiaries, less equity in net income of Diamond Green Diesel, plus depreciation and amortization, plus acquisition and integration costs, plus restructuring and impairment charges, plus Darling’s share of DGD Adjusted EBITDA.



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Darling Ingredients Inc. and Subsidiaries
Consolidated Balance Sheets
October 1, 2022 and January 1, 2022
(thousands)

October 1, 2022 January 1, 2022
ASSETS(unaudited)
Current assets:
Cash and cash equivalents$126,032 $68,906 
Restricted cash102 166 
Accounts receivable, net669,824 469,092 
Inventories641,980 457,465 
Prepaid expenses80,293 53,711 
Income taxes refundable17,504 1,075 
Other current assets26,301 38,599 
Total current assets1,562,036 1,089,014 
Property, plant and equipment, net2,345,671 1,840,080 
Intangible assets, net873,613 397,801 
Goodwill1,900,267 1,219,116 
Investment in unconsolidated subsidiaries1,814,583 1,349,247 
Operating lease right-of-use assets175,117 155,464 
Other assets122,668 66,795 
Deferred income taxes14,799 16,211 
$8,808,754 $6,133,728 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt$63,663 $24,407 
Accounts payable, principally trade398,175 307,118 
Income taxes payable43,395 32,310 
Current operating lease liabilities44,040 38,168 
Accrued expenses478,710 350,681 
Total current liabilities1,027,983 752,684 
Long-term debt, net of current portion3,220,901 1,438,974 
Long-term operating lease liabilities133,184 120,314 
Other non-current liabilities296,066 111,029 
Deferred income taxes461,806 362,942 
Total liabilities5,139,940 2,785,943 
Commitments and contingencies
Stockholders' equity:
    Common stock, $0.01 par value;1,735 1,717 
Additional paid-in capital1,652,453 1,627,816 
    Treasury stock, at cost(529,905)(374,721)
Accumulated other comprehensive loss(473,139)(321,690)
Retained earnings2,928,968 2,347,838 
                Total Darling's stockholders' equity 3,580,112 3,280,960 
Noncontrolling interests88,702 66,825 
Total Stockholders' equity3,668,814 3,347,785 
$8,808,754 $6,133,728 




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Darling Ingredients Inc. and Subsidiaries
Consolidated Operating Results
For the Three-Month and Nine-Month Periods Ended October 1, 2022 and October 2, 2021
(in thousands, except per share data)


Three Months EndedNine Months Ended
(unaudited)$ Change(unaudited)$ Change
October 1,October 2,FavorableOctober 1,October 2,Favorable
20222021(Unfavorable)20222021(Unfavorable)
Net sales$1,747,599 $1,185,916 $561,683 $4,764,121 $3,431,301 $1,332,820 
Costs and expenses:
Cost of sales and operating expenses1,371,237 859,604 (511,633)3,623,321 2,510,461 (1,112,860)
Gain on sale of assets(3,116)(501)2,615 (4,560)(793)3,767 
Selling, general and administrative expenses
105,080 97,275 (7,805)314,888 293,805 (21,083)
Restructuring and asset impairment charges— — — 8,557 778 (7,779)
     Acquisition and integration costs 4,503 — (4,503)13,634 — (13,634)
Depreciation and amortization104,978 77,826 (27,152)277,337 235,582 (41,755)
Total costs and expenses1,582,682 1,034,204 (548,478)4,233,177 3,039,833 (1,193,344)
  Equity in net income of Diamond Green Diesel103,414 53,951 49,463 248,898 281,964 (33,066)
Operating income268,331 205,663 62,668 779,842 673,432 106,410 
Other expense:
Interest expense(39,816)(15,409)(24,407)(79,427)(47,105)(32,322)
Foreign currency loss(493)(205)(288)(6,005)(1,299)(4,706)
Other expense, net(2,807)(853)(1,954)(3,851)(3,210)(641)
Total other expense(43,116)(16,467)(26,649)(89,283)(51,614)(37,669)
Equity in net income of other unconsolidated subsidiaries2,301 1,647 654 5,933 4,199 1,734 
Income from operations before income taxes227,516 190,843 36,673 696,492 626,017 70,475 
Income tax expense35,215 42,637 7,422 108,631 126,324 17,693 
Net income192,301 148,206 44,095 587,861 499,693 88,168 
Net income attributable to noncontrolling interests
(1,220)(1,394)174 (6,731)(4,533)(2,198)
Net income attributable to Darling$191,081 $146,812 $44,269 $581,130 $495,160 $85,970 
Basic income per share:$1.19 $0.91 $0.28 $3.60 $3.04 $0.56 
Diluted income per share:$1.17 $0.88 $0.29 $3.54 $2.96 $0.58 
Number of diluted common shares:163,635 166,770 164,327 167,374 







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Darling Ingredients Inc. and Subsidiaries
Consolidated Statement of Cash Flows
Nine-Month Periods Ended October 1, 2022 and October 2, 2021
(in thousands)

Nine Months Ended
(Unaudited)
October 1,October 2,
Cash flows from operating activities:20222021
Net income$587,861 $499,693 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization277,337 235,582 
Gain on sale of assets(4,560)(793)
Asset impairment8,557 138 
Deferred taxes42,120 67,272 
Decrease in long-term pension liability(2,753)(1,118)
Stock-based compensation expense18,884 18,413 
Write-off deferred loan costs— 1,130 
Deferred loan cost amortization3,552 3,044 
Equity in net income of Diamond Green Diesel and other unconsolidated subsidiaries(254,831)(286,163)
Distribution of earnings from Diamond Green Diesel and other unconsolidated subsidiaries95,546 3,322 
Changes in operating assets and liabilities, net of effects from acquisitions:
  Accounts receivable(45,457)(85,822)
  Income taxes refundable/payable(2,004)18,688 
  Inventories and prepaid expenses(140,971)(97,531)
  Accounts payable and accrued expenses78,656 46,912 
  Other(23,499)29,282 
Net cash provided by operating activities638,438 452,049 
Cash flows from investing activities:
Capital expenditures(257,120)(191,738)
Acquisition, net of cash acquired(1,760,139)(2,059)
Investment in Diamond Green Diesel(239,750)(25,000)
Investment in other unconsolidated subsidiaries— (4,449)
Loan to Diamond Green Diesel(25,000)— 
Loan repayment from Diamond Green Diesel50,000 — 
Gross proceeds from disposal of property, plant and equipment and other assets9,430 3,805 
Payments related to routes and other intangibles(179)(274)
Net cash used in investing activities(2,222,758)(219,715)
Cash flows from financing activities:
Proceeds from long-term debt1,929,870 31,088 
Payments on long-term debt(39,511)(131,224)
Borrowings from revolving credit facility1,684,840 287,000 
Payments on revolving credit facility(1,743,523)(309,000)
Net cash overdraft financing21,090 29,034 
Deferred loan costs(16,758)— 
Issuance of common stock— 50 
Repurchase of common stock(103,061)(97,924)
Minimum withholding taxes paid on stock awards(46,394)(45,260)
Distributions to noncontrolling interests(3,653)(3,853)
Net cash provided/(used) in financing activities1,682,900 (240,089)
Effect of exchange rate changes on cash flows(20,295)(6,605)
Net increase/(decrease) in cash, cash equivalents and restricted cash78,285 (14,360)
Cash, cash equivalents and restricted cash at beginning of period69,072 81,720 
Cash, cash equivalents and restricted cash at end of period$147,357 $67,360 



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Diamond Green Diesel Joint Venture
Condensed Consolidated Balance Sheets
September 30, 2022 and December 31, 2021
(in thousands)
September 30,December 31,
20222021
(unaudited)
Assets:
Total current assets$933,332 $686,294 
Property, plant and equipment, net3,292,831 2,710,747 
Other assets46,736 51,514 
Total assets$4,272,899 $3,448,555 
Liabilities and members' equity:
Total current portion of long term debt$115,506 $165,092 
Total other current liabilities316,345 295,860 
Total long term debt332,794 344,309 
Total other long term liabilities16,973 17,531 
Total members' equity3,491,281 2,625,763 
Total liabilities and members' equity$4,272,899 $3,448,555 


Diamond Green Diesel Joint Venture
Operating Financial Results
For the Three-Month and Nine-Month Periods Ended September 30, 2022 and September 30, 2021
(in thousands)



Three Months EndedNine Months Ended
(unaudited)$ Change(unaudited)$ Change
September 30,September 30,FavorableSeptember 30,September 30,Favorable
20222021(Unfavorable)20222021(Unfavorable)
Revenues:
Operating revenues$1,470,036 $401,900 $1,068,136 $3,906,614 $1,405,392 $2,501,222 
Expenses:
Total costs and expenses less depreciation, amortization and accretion expense
1,229,371 281,848 (947,523)3,311,608 804,939 (2,506,669)
Depreciation, amortization and accretion expense
31,793 10,991 (20,802)89,602 34,673 (54,929)
Total costs and expenses1,261,164 292,839 (968,325)3,401,210 839,612 (2,561,598)
Operating income208,872 109,061 99,811 505,404 565,780 (60,376)
Other income 1,215 113 1,102 1,926 524 1,402 
Interest and debt expense, net(3,259)(1,272)(1,987)(9,534)(2,376)(7,158)
Net income$206,828 $107,902 $98,926 $497,796 $563,928 $(66,132)








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Darling Ingredients Inc. reports Adjusted EBITDA results, which is a Non-GAAP financial measure, as a complement to results provided in accordance with generally accepted accounting principles (GAAP) (for additional information, see “Use of Non-GAAP Financial Measures” included later in this media release). The Company believes that Adjusted EBITDA provides additional useful information to investors. Adjusted EBITDA, as the Company uses the term, is calculated below:
Reconciliation of Net Income to (Non-GAAP) Adjusted EBITDA and (Non-GAAP) Pro forma Adjusted EBITDA
For the Three-Month and Nine-Month Periods Ended October 1, 2022 and October 2, 2021
Three Months EndedNine Months Ended
Adjusted EBITDAOctober 1,October 2,October 1,October 2,
(U.S. dollars in thousands)2022202120222021
Net income attributable to Darling$191,081 $146,812 $581,130 $495,160 
Depreciation and amortization104,978 77,826 277,337 235,582 
Interest expense39,816 15,409 79,427 47,105 
Income tax expense35,215 42,637 108,631 126,324 
Restructuring and asset impairment charges— — 8,557 778 
Acquisition and integration costs4,503 — 13,634 — 
Foreign currency loss493 205 6,005 1,299 
Other expense, net2,807 853 3,851 3,210 
Equity in net income of Diamond Green Diesel(103,414)(53,951)(248,898)(281,964)
Equity in net income of other unconsolidated subsidiaries(2,301)(1,647)(5,933)(4,199)
Net income attributable to other noncontrolling interests1,220 1,394 6,731 4,533 
Adjusted EBITDA (Non-GAAP)$274,398 $229,538 $830,472 $627,828 
Foreign currency exchange impact18,426 (1)— 41,581 (2)— 
Pro forma Adjusted EBITDA to Foreign Currency (Non-GAAP)$292,824 $229,538 $872,053 $627,828 
DGD Joint Venture Adjusted EBITDA (Darling's Share)$120,333 $60,026 $297,503 $300,227 
Darling plus Darling's share of DGD Joint Venture Adjusted EBITDA$394,731 $289,564 $1,127,975 $928,055 
(1) The average rate assumption used in this calculation was the actual fiscal average rate for the three months ended October 1, 2022 of €1.00:USD$1.01 and CAD$1.00:USD$0.77 as compared to the average rate for the three months ended October 2, 2021 of €1.00:USD$1.18 and CAD$1.00:USD$0.79, respectively.
(2) The average rate assumption used in this calculation was the actual fiscal average rate for the nine months ended October 1, 2022 of €1.00:USD$1.06 and CAD$1.00:USD$0.78 as compared to the average rate for the nine months ended October 2, 2021 of €1.00:USD$1.20 and CAD$1.00:USD$0.80, respectively.













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About Darling
Darling Ingredients Inc. (NYSE: DAR) is the largest publicly traded company turning edible by-products and food waste into sustainable products and a leading producer of renewable energy. Recognized as a sustainability leader, the company operates more than 270 plants in 17 countries and repurposes approximately 15% of the world's meat industry waste streams into value-added products, such as green energy, renewable diesel, collagen, fertilizer, animal proteins and meals and pet food ingredients. To learn more, visit darlingii.com and follow us on LinkedIn.

Darling Ingredients Inc. will host a conference call to discuss the Company’s third quarter 2022 financial results at 9 am Eastern Time (8 am Central Time) on Wednesday, November 9, 2022.

Due to historically high call volume, the company is offering participants the opportunity to register in advance for the conference through the following link: https://dpregister.com/sreg/10171165/f47e536d62

Registered participants will receive an email with a calendar reminder and a dial-in number and PIN that will allow them immediate access to the call on November 9, 2022.

To listen to the conference call, participants calling from within North America should dial 1-844-868-8847; international participants should dial 1-412-317-6593. Please asked to be joined to the Darling Ingredients call. Please call approximately ten minutes before the start of the call to ensure that you are connected.

The call will also be available as a live audio webcast that can be accessed on the Company website at
http://ir.darlingii.com. Beginning two hours after its completion, a replay of the call can be accessed through November 16, 2022, by dialing 1-877-344-7529 (U.S. callers), 1-855-669-9658 (Canada) and 1-412-317-0088 (international callers). The access code for the replay is 3834610.

Use of Non-GAAP Financial Measures:

Adjusted EBITDA is not a recognized accounting measurement under GAAP; it should not be considered as an alternative to net income, as a measure of operating results, or as an alternative to cash flow as a measure of liquidity and is not intended to be a presentation in accordance with GAAP. Adjusted EBITDA is presented here not as an alternative to net income, but rather as a measure of the Company’s operating performance. Since EBITDA (generally, net income plus interest expense, taxes, depreciation and amortization) is not calculated identically by all companies, this presentation may not be comparable to EBITDA or Adjusted EBITDA presentations disclosed by other companies. Adjusted EBITDA is calculated in this presentation and represents, for any relevant period, net income/(loss) plus depreciation and amortization, goodwill and long-lived asset impairment, interest expense, income tax provision, other income/(expense) and equity in net loss of unconsolidated subsidiary. Management believes that Adjusted EBITDA is useful in evaluating the Company’s operating performance compared to that of other companies in its industry because the calculation of Adjusted EBITDA generally eliminates the effects of financing, income taxes and certain non-cash and other items that may vary for different companies for reasons unrelated to overall operating performance.

Pro forma Adjusted EBITDA to Foreign Currency is not a recognized accounting measurement under GAAP. The Company evaluates the impact of foreign currency on its adjusted EBITDA. DGD Joint Venture Adjusted EBITDA (Darling's share) is not reflected in the Adjusted EBITDA or the Pro forma Adjusted EBITDA to Foreign Currency (Non-GAAP).

As a result, the Company’s management uses Adjusted EBITDA as a measure to evaluate performance and for other discretionary purposes. In addition to the foregoing, management also uses or will use Adjusted EBITDA to measure compliance with certain financial covenants under the Company’s Senior Secured Credit Facilities, 6% Notes, 5.25% Notes and 3.625% Notes that were outstanding at Oct. 1, 2022. However, the amounts shown in this presentation for Adjusted EBITDA differ from the amounts calculated under similarly titled definitions in the Company’s Senior Secured Credit Facilities, 6% Notes, 5.25% Notes and 3.625% Notes, as those definitions permit further adjustments to reflect certain other non-recurring costs, non-cash charges and cash dividends from the DGD Joint Venture. Additionally, the Company evaluates the impact of foreign exchange impact on operating cash flow, which is defined as segment operating income (loss) plus depreciation and amortization.




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Information reconciling forward-looking combined adjusted EBITDA to net income is unavailable to the Company without unreasonable effort. The Company is not able to provide reconciliations of combined adjusted EBITDA to net income because certain items required for such reconciliations are outside of the Company’s control and/or cannot be reasonably predicted, such as the impact of volatile commodity prices on the Company’s operations, impact of foreign currency exchange fluctuations, depreciation and amortization and the provision for income taxes. Preparation of such reconciliations for Darling Ingredients Inc. and the Company’s joint venture, Diamond Green Diesel, would require a forward-looking balance sheet, statement of income and statement of cash flow, prepared in accordance with GAAP for each entity, and such forward-looking financial statements are unavailable to the Company without unreasonable effort. The Company provides a range for its combined adjusted EBITDA outlook that it believes will be achieved; however, it cannot accurately predict all the components of the combined adjusted EBITDA calculation.

Cautionary Statements Regarding Forward-Looking Information:
{This media release contains “forward-looking” statements regarding the business operations and prospects of Darling Ingredients Inc. and industry factors affecting it. These statements are identified by words such as “believe,” “anticipate,” “expect,” “estimate,” “intend,” “could,” “may,” “will,” “should,” “planned,” “potential,” “continue,” “momentum,” “combined adjusted EBITDA guidance” and other words referring to events that may occur in the future. These statements reflect Darling Ingredient’s current view of future events and are based on its assessment of, and are subject to, a variety of risks and uncertainties beyond its control, each of which could cause actual results to differ materially from those indicated in the forward-looking statements. These factors include, among others, existing and unknown future limitations on the ability of the Company's direct and indirect subsidiaries to make their cash flow available to the Company for payments on the Company's indebtedness or other purposes; global demands for bio-fuels and grain and oilseed commodities, which have exhibited volatility, and can impact the cost of feed for cattle, hogs and poultry, thus affecting available rendering feedstock and selling prices for the Company’s products; reductions in raw material volumes available to the Company due to weak margins in the meat production industry as a result of higher feed costs, reduced consumer demand or other factors, reduced volume from food service establishments, or otherwise; reduced demand for animal feed; reduced finished product prices, including a decline in fat and used cooking oil finished product prices; changes to worldwide government policies relating to renewable fuels and greenhouse gas(“GHG”) emissions that adversely affect programs like the U.S. government’s renewable fuel standard, low carbon fuel standards (“LCFS”) and tax credits for biofuels both in the United States and abroad; possible product recall resulting from developments relating to the discovery of unauthorized adulterations to food or food additives; the occurrence of 2009 H1N1 flu (initially known as “Swine Flu”), Highly pathogenic strains of avian influenza (collectively known as “Bird Flu”), severe acute respiratory syndrome (“SARS”), bovine spongiform encephalopathy (or "BSE"), porcine epidemic diarrhea ("PED") or other diseases associated with animal origin in the United States or elsewhere, such as the outbreak of African Swine Fever (“ASF”) in China and elsewhere; the occurrence of pandemics, epidemics or disease outbreaks, such as the current COVID-19 outbreak; unanticipated costs and/or reductions in raw material volumes related to the Company’s compliance with the existing or unforeseen new U.S. or foreign (including, without limitation, China) regulations (including new or modified animal feed, Bird Flu, SARS, PED, BSE, ASF or similar or unanticipated regulations) affecting the industries in which the Company operates or its value added products; risks associated with the DGD Joint Venture, including possible unanticipated operating disruptions and issues relating to the announced expansion project; risks and uncertainties relating to international sales and operations, including imposition of tariffs, quotas, trade barriers and other trade protections imposed by foreign countries; difficulties or a significant disruption in our information systems or failure to implement new systems and software successfully, risks relating to possible third party claims of intellectual property infringement; increased contributions to the Company’s pension and benefit plans, including multiemployer and employer-sponsored defined benefit pension plans as required by legislation, regulation or other applicable U.S. or foreign law or resulting from a U.S. mass withdrawal event; bad debt write-offs; loss of or failure to obtain necessary permits and registrations; continued or escalated conflict in the Middle East, North Korea, Ukraine or elsewhere, including the Russia-Ukraine war; uncertainty regarding the exit of the U.K. from the European Union; and/or unfavorable export or import markets. These factors, coupled with volatile prices for natural gas and diesel fuel, climate conditions, currency exchange fluctuations, general performance of the U.S. and global economies, disturbances in world financial, credit, commodities and stock markets, and any decline in consumer confidence and discretionary spending, including the inability of consumers and companies to obtain credit due to lack of liquidity in the financial markets, among others, could cause actual results to vary materially from the forward looking statements included in this release or negatively impact the Company's results of operations. Among other things, future profitability may be affected by the Company’s ability to grow its business, which faces competition from companies that may have substantially greater resources than the Company. The Company’s announced share repurchase program may be suspended or discontinued at any time and purchases of shares under the program are subject to market conditions and other factors, which are likely to change from time to time. Other risks and uncertainties regarding Darling Ingredients Inc., its business and the industries in which it operates are referenced from time to time in the Company’s filings with the Securities and Exchange Commission. Darling Ingredients Inc. is under no obligation to (and expressly disclaims any such obligation to) update or alter its forward-looking statements whether as a result of new information, future events or otherwise.}