EX-99.1 2 exh991-pressreleaseq32023.htm EX-99.1 PRESS RELEASE Document

Exhibit 99.1    
FOR IMMEDIATE RELEASE darlingingredientslogo.jpg
Nov. 7, 2023


Darling Ingredients Inc. Reports Third Quarter 2023 Results


Third Quarter 2023
Net income of $125.0 million, or $0.77 per GAAP diluted share
Net sales of $1.6 billion
Combined adjusted EBITDA of $334.3 million
Global ingredients business EBITDA of $247.8 million
Received $62.2 million in cash dividends from Diamond Green Diesel

IRVING, TEXAS - Darling Ingredients Inc.(NYSE: DAR) today reported net income of $125.0 million, or $0.77 per diluted share for third quarter of 2023, compared to net income of $191.1 million, or $1.17 per diluted share, for third quarter of 2022. The company also reported net sales of $1.6 billion for the third quarter of 2023, compared with net sales of $1.7 billion for the same period a year ago.

“Our core business continues to perform extremely well. We had seasonally strong performance during the third quarter and were able to return gross margins to pre-acquisition levels,” said Randall C. Stuewe, Darling Ingredients Chairman and Chief Executive Officer. “The company has good momentum as we close out the year and is well positioned heading into 2024.”

For the nine months ended Sept. 30, 2023, Darling Ingredients reported net sales of $5.2 billion, compared to net sales of $4.8 billion for the same period in 2022. Net income for the first nine months of 2023 was $563.2 million, or $3.47 per diluted share, as compared to net income of $581.1 million, or $3.54 per diluted share, for the first nine months of 2022.

Diamond Green Diesel (DGD) sold 266.8 million gallons of renewable diesel for the third quarter 2023 at an average of $0.65 per gallon EBITDA. Year-to-date, DGD has sold 910.0 million gallons of renewable diesel at an average of $1.02 per gallon EBITDA. During the third quarter, Darling Ingredients received $62.2 million in cash dividends from the joint venture, and $163.6 million in cash dividends year to date.

“Extreme volatility in the global petroleum market and swift declines in RINs and LCFS prices created headwinds in our Fuel business during 3Q,” Stuewe said. “A recent decline in fat prices have shown that new renewable diesel capacity is not coming on line as soon as projected. Despite these headwinds, DGD is still performing above investment case returns.”

Combined adjusted EBITDA for the third quarter 2023 was $334.3 million, compared to $394.7 million for the same period in 2022. On a year-to-date basis, combined adjusted EBITDA totaled $1.26 billion, as compared to $1.13 billion for the same period in 2022.

As of Sept. 30, 2023, Darling Ingredients had $119.0 million in cash and cash equivalents, and $1 billion available under its committed revolving credit agreement. Total debt outstanding as of Sept. 30, 2023, was $4.4 billion. The leverage ratio as measured by the company’s bank covenant was 3.25X as of Sept. 30, 2023. Capital expenditures were $146.2 million for the third quarter 2023, and $380.6 million for the first nine months ended Sept. 30, 2023.

The company guidance for fiscal year 2023 is $1.6 to $1.7 billion combined adjusted EBITDA.













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Segment Financial Tables (in thousands, unaudited)
Feed IngredientsFood IngredientsFuel IngredientsCorporateTotal
Three Months Ended September 30, 2023
Net sales$1,047,796 $455,744 $121,664 $— $1,625,204 
Cost of sales and operating expenses804,312 338,208 96,213 — 1,238,733 
Gross Margin$243,484 $117,536 $25,451 $ $386,471 
Gross Margin %23.2 %25.8 %20.9 % 23.8 %
Loss/(gain) on sale of assets833 117 (21)— 929 
Selling, general and administrative expenses80,985 31,463 5,666 19,583 137,697 
Acquisition and integration costs— — — 3,430 3,430 
Change in fair value of contingent consideration(5,559)— — — (5,559)
Depreciation and amortization88,954 25,418 9,026 2,596 125,994 
Equity in net income of Diamond Green Diesel— — 54,389 — 54,389 
Segment Operating Income/(Loss)78,271 60,538 65,169 (25,609)178,369 
Equity in Net Income of Unconsolidated Subs1,534 — — — 1,534 
Segment Income/(Loss)$79,805 $60,538 $65,169 $(25,609)$179,903 
Segment EBITDA161,666 85,956 19,806 (19,583)247,845 
DGD Adjusted EBITDA (Darling's Share)— — 86,450 — 86,450 
Combined Adjusted EBITDA$161,666 $85,956 $106,256 $(19,583)$334,295 

Feed IngredientsFood IngredientsFuel IngredientsCorporateTotal
Three Months Ended October 1, 2022
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 Margin$260,243 $91,345 $24,774 $ $376,362 
Gross Margin %20.4 %26.3 %19.6 % 21.5 %
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 Unconsolidated Subs2,301 — — — 2,301 
Segment Income/(Loss)$120,182 $53,837 $119,197 $(22,584)$270,632 
Segment EBITDA198,560 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 





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Segment Financial Tables (in thousands, unaudited)

Feed IngredientsFood IngredientsFuel IngredientsCorporateTotal
Nine Months Ended September 30, 2023
Net sales$3,426,950 $1,328,229 $418,818 $— $5,173,997 
Cost of sales and operating expenses2,630,797 999,418 335,193 — 3,965,408 
Gross Margin$796,153 $328,811 $83,625 $ $1,208,589 
Gross Margin %23.2 %24.8 %20.0 % 23.4 %
Loss/(gain) on sale of assets813 99 (51)— 861 
Selling, general and administrative expenses233,082 98,269 16,829 61,734 409,914 
Restructuring and asset impairment charges92 5,328 — — 5,420 
Acquisition and integration costs— — — 12,158 12,158 
Change in fair value of contingent consideration(13,058)— — — (13,058)
Depreciation and amortization261,849 68,336 25,986 7,915 364,086 
Equity in net income of Diamond Green Diesel— — 361,690 — 361,690 
Segment Operating Income/(Loss)313,375 156,779 402,551 (81,807)790,898 
Equity in Net Income of Unconsolidated Subs3,503 — — — 3,503 
Segment Income/(Loss)$316,878 $156,779 $402,551 $(81,807)$794,401 
Segment EBITDA562,258 230,443 66,847 (61,734)797,814 
DGD Adjusted EBITDA (Darling's Share)— — 463,171 — 463,171 
Combined Adjusted EBITDA$562,258 $230,443 $530,018 $(61,734)$1,260,985 

Feed IngredientsFood IngredientsFuel IngredientsCorporateTotal
Nine Months Ended October 1, 2022
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 Margin$800,199 $264,064 $76,537 $ $1,140,800 
Gross Margin %24.1 %24.6 %20.7 % 23.9 %
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 Unconsolidated Subs5,933 — — — 5,933 
Segment Income/(Loss)$412,158 $147,040 $294,694 $(68,117)$785,775 
Segment EBITDA618,749 191,347 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 

Segment EBITDA consists of segment income (loss), less equity in net income/loss from unconsolidated subsidiaries, less equity in net income of Diamond Green Diesel, plus depreciation and amortization, acquisition and integration costs, restructuring and asset impairment charges, change in fair value of contingent consideration, plus Darling’s share of DGD Adjusted EBITDA.
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Darling Ingredients Inc. and Subsidiaries
Consolidated Balance Sheets
September 30, 2023 and December 31, 2022
(in thousands)

September 30, 2023December 31, 2022
ASSETS(unaudited)
Current assets:
Cash and cash equivalents$118,977 $127,016 
Restricted cash304 315 
Accounts receivable, net735,582 676,573 
Inventories822,765 673,621 
Prepaid expenses101,559 85,665 
Income taxes refundable25,689 18,583 
Other current assets38,119 56,324 
Total current assets1,842,995 1,638,097 
Property, plant and equipment, net2,798,727 2,462,082 
Intangible assets, net1,091,446 865,122 
Goodwill2,447,376 1,970,377 
Investment in unconsolidated subsidiaries2,164,182 1,926,395 
Operating lease right-of-use assets202,947 186,141 
Other assets238,053 136,268 
Deferred income taxes24,611 17,888 
$10,810,337 $9,202,370 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt$73,862 $69,846 
Accounts payable, principally trade394,748 472,491 
Income taxes payable18,294 44,851 
Current operating lease liabilities52,378 49,232 
Accrued expenses494,421 432,023 
Total current liabilities1,033,703 1,068,443 
Long-term debt, net of current portion4,338,126 3,314,969 
Long-term operating lease liabilities154,858 141,703 
Other non-current liabilities313,889 298,933 
Deferred income taxes502,779 481,832 
Total liabilities6,343,355 5,305,880 
Commitments and contingencies
Stockholders' equity:
Common stock, $0.01 par value;1,744 1,736 
Additional paid-in capital1,691,636 1,660,084 
Treasury stock, at cost(628,991)(554,451)
Accumulated other comprehensive loss(332,413)(383,874)
Retained earnings3,648,738 3,085,528 
Total Darling's stockholders' equity4,380,714 3,809,023 
Noncontrolling interests86,268 87,467 
Total Stockholders' Equity4,466,982 3,896,490 
$10,810,337 $9,202,370 


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Darling Ingredients Inc. and Subsidiaries
Consolidated Operating Results
For the Three and Nine Months Ended September 30, 2023 and October 1, 2022
(in thousands, except per share data)


Three Months EndedNine Months Ended
(unaudited)$ Change(unaudited)$ Change
September 30,October 1,FavorableSeptember 30,October 1,Favorable
20232022(Unfavorable)20232022(Unfavorable)
Net sales$1,625,204 $1,747,599 $(122,395)$5,173,997 $4,764,121 $409,876 
Costs and expenses:
Cost of sales and operating expenses1,238,733 1,371,237 132,504 3,965,408 3,623,321 (342,087)
Loss/(gain) on sale of assets929 (3,116)(4,045)861 (4,560)(5,421)
Selling, general and administrative expenses
137,697 105,080 (32,617)409,914 314,888 (95,026)
Restructuring and asset impairment charges— — — 5,420 8,557 3,137 
     Acquisition and integration costs3,430 4,503 1,073 12,158 13,634 1,476 
Change in fair value of contingent consideration(5,559)— 5,559 (13,058)— 13,058 
Depreciation and amortization125,994 104,978 (21,016)364,086 277,337 (86,749)
Total costs and expenses1,501,224 1,582,682 81,458 4,744,789 4,233,177 (511,612)
Equity in net income of Diamond Green Diesel54,389 103,414 (49,025)361,690 248,898 112,792 
Operating income178,369 268,331 (89,962)790,898 779,842 11,056 
Other expense:
Interest expense(70,278)(39,816)(30,462)(190,770)(79,427)(111,343)
Foreign currency gain/(loss)845 (493)1,338 8,339 (6,005)14,344 
Other income/(expense), net2,247 (2,807)5,054 13,485 (3,851)17,336 
Total other expense(67,186)(43,116)(24,070)(168,946)(89,283)(79,663)
Equity in net income of other unconsolidated subsidiaries1,534 2,301 (767)3,503 5,933 (2,430)
Income before income taxes112,717 227,516 (114,799)625,455 696,492 (71,037)
Income tax expense/(benefit)(15,364)35,215 50,579 52,322 108,631 56,309 
Net income128,081 192,301 (64,220)573,133 587,861 (14,728)
Net income attributable to noncontrolling interests
(3,055)(1,220)(1,835)(9,923)(6,731)(3,192)
Net income attributable to Darling$125,026 $191,081 $(66,055)$563,210 $581,130 $(17,920)
Basic income per share:$0.78 $1.19 $(0.41)$3.52 $3.60 $(0.08)
Diluted income per share:$0.77 $1.17 $(0.40)$3.47 $3.54 $(0.07)
Number of diluted common shares:162,425 163,635 162,537 164,327 




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Darling Ingredients Inc. and Subsidiaries
Consolidated Statement of Cash Flows
For the Nine Months Ended September 30, 2023 and October 1, 2022
(in thousands)
(unaudited)
September 30,October 1,
Cash flows from operating activities:20232022
Net income$573,133 $587,861 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization364,086 277,337 
Loss/(gain) on sale of assets861 (4,560)
Asset Impairment— 8,557 
Change in fair value of contingent consideration(13,058)— 
Gain on insurance proceeds from insurance settlements(13,836)— 
Deferred taxes(18,192)42,120 
Decrease in long-term pension liability809 (2,753)
Stock-based compensation expense27,046 18,884 
Deferred loan cost amortization4,674 3,552 
Equity in net income of Diamond Green Diesel and other unconsolidated subsidiaries(365,193)(254,831)
Distribution of earnings from Diamond Green Diesel and other unconsolidated subsidiaries168,277 95,546 
Changes in operating assets and liabilities, net of effects from acquisitions:
  Accounts receivable25,731 (45,457)
  Income taxes refundable/payable(39,123)(2,004)
  Inventories and prepaid expenses(22,694)(140,971)
  Accounts payable and accrued expenses(39,570)78,656 
  Other29,337 (23,499)
Net cash provided by operating activities682,288 638,438 
Cash flows from investing activities:
Capital expenditures(380,556)(257,120)
Acquisition, net of cash acquired(1,093,183)(1,760,139)
Investment in Diamond Green Diesel(75,000)(239,750)
Investment in other unconsolidated subsidiaries(27)— 
Loan to Diamond Green Diesel— (25,000)
Loan repayment from Diamond Green Diesel25,000 50,000 
Gross proceeds from sale of property, plant and equipment and other assets4,817 9,430 
Proceeds from insurance settlement13,836 — 
Payments related to routes and other intangibles(1,521)(179)
Net cash used in investing activities(1,506,634)(2,222,758)
Cash flows from financing activities:
Proceeds from long-term debt812,348 1,929,870 
Payments on long-term debt(102,463)(39,511)
Borrowings from revolving credit facility1,972,953 1,684,840 
Payments on revolving credit facility(1,707,840)(1,743,523)
Net cash overdraft financing6,008 21,090 
Deferred loan costs(9)(16,758)
Repurchase of common stock(52,941)(103,061)
Minimum withholding taxes paid on stock awards(17,278)(46,394)
Distributions to noncontrolling interests(8,628)(3,653)
Net cash provided by financing activities902,150 1,682,900 
Effect of exchange rate changes on cash flows25,559 (20,295)
Net increase in cash, cash equivalents and restricted cash103,363 78,285 
Cash, cash equivalents and restricted cash at beginning of period150,168 69,072 
Cash, cash equivalents and restricted cash at end of period$253,531 $147,357 

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Diamond Green Diesel Joint Venture
Condensed Consolidated Balance Sheets
September 30, 2023 and December 31, 2022
(in thousands)
September 30,December 31,
20232022
(unaudited)
Assets:
Total current assets$1,641,934 $1,304,805 
Property, plant and equipment, net3,831,367 3,866,854 
Other assets94,149 61,665 
Total assets$5,567,450 $5,233,324 
Liabilities and members' equity:
Total current portion of long term debt$228,365 $217,066 
Total other current liabilities391,027 515,023 
Total long term debt744,451 774,783 
Total other long term liabilities16,408 17,249 
Total members' equity4,187,199 3,709,203 
Total liabilities and members' equity$5,567,450 $5,233,324 


Diamond Green Diesel Joint Venture
Operating Financial Results
For the Three and Nine Months Ended September 30, 2023 and September 30, 2022
(in thousands)



Three Months EndedNine Months Ended
(unaudited)$ Change(unaudited)$ Change
September 30,September 30,FavorableSeptember 30,September 30,Favorable
20232022(Unfavorable)20232022(Unfavorable)
Revenues:
Operating revenues$1,430,666 $1,470,036 $(39,370)$5,356,827 $3,906,614 $1,450,213 
Expenses:
Total costs and expenses less depreciation, amortization and accretion expense
1,257,766 1,229,371 (28,395)4,430,485 3,311,608 (1,118,877)
Depreciation, amortization and accretion expense
55,118 31,793 (23,325)172,040 89,602 (82,438)
Total costs and expenses1,312,884 1,261,164 (51,720)4,602,525 3,401,210 (1,201,315)
Operating income117,782 208,872 (91,090)754,302 505,404 248,898 
Other income2,701 1,215 1,486 6,863 1,926 4,937 
Interest and debt expense, net(11,705)(3,259)(8,446)(37,785)(9,534)(28,251)
Net income$108,778 $206,828 $(98,050)$723,380 $497,796 $225,584 








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Darling Ingredients Inc. reports Adjusted EBITDA results, which is a Non-GAAP financial measure, as a compliment 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 to Foreign Currency
For the Three and Nine Months Ended September 30, 2023 and October 1, 2022
(in thousands)


Three Months EndedNine Months Ended
(unaudited)(unaudited)
Adjusted EBITDASeptember 30,October 1,September 30,October 1,
2023202220232022
Net income attributable to Darling$125,026 $191,081 $563,210 $581,130 
Depreciation and amortization125,994 104,978 364,086 277,337 
Interest expense70,278 39,816 190,770 79,427 
Income tax expense/(benefit)(15,364)35,215 52,322 108,631 
Restructuring and asset impairment charges— — 5,420 8,557 
Acquisition and integration costs3,430 4,503 12,158 13,634 
Change in fair value of contingent consideration(5,559)— (13,058)— 
Foreign currency loss/(gain)(845)493 (8,339)6,005 
Other expense/(income), net(2,247)2,807 (13,485)3,851 
Equity in net income of Diamond Green Diesel(54,389)(103,414)(361,690)(248,898)
Equity in net income of other unconsolidated subsidiaries(1,534)(2,301)(3,503)(5,933)
Net income attributable to noncontrolling interests3,055 1,220 9,923 6,731 
Adjusted EBITDA (Non-GAAP)$247,845 $274,398 $797,814 $830,472 
Foreign currency exchange impact(8,677)(1)(2,898)(2)
Pro forma Adjusted EBITDA to Foreign Currency (Non-GAAP)$239,168 $274,398 $794,916 $830,472 
DGD Joint Venture Adjusted EBITDA (Darling's share)$86,450 $120,333 $463,171 $297,503 
Darling plus Darling's share of DGD Joint Venture Adjusted EBITDA$334,295 $394,731 $1,260,985 $1,127,975 
(1) The average rates for the three months ended September 30, 2023 were €1.00:$1.09, R$1.00:$0.21 and C$1.00:$0.75 as compared to the average rate for the three months ended October 1, 2022 of €1.00:$1.01, R$1.00:$0.19 and C$1.00:$0.77, respectively.
(2) The average rates for the nine months ended September 30, 2023 were €1.00:$1.08, R$1.00:$0.20 and C$1.00:$0.74 as compared to the average rate for the nine months ended October 1, 2022 of €1.00:$1.07, R$1.00:$0.19 and C$1.00:$0.78, respectively.



About Darling Ingredients
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 260 facilities 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. Follow us on LinkedIn.

Page 8


Darling Ingredients Inc. will host a conference call to discuss the Company’s third quarter 2023 financial results at 9 a.m. Eastern Time (8 a.m. Central Time) on Wednesday, Nov. 8, 2023.


To join the call as a participant to ask a question, please register in advance to receive a confirmation email with the dial-in number and PIN for immediate access on November 8, 2023, or call 844-868-8847 (United States) or 412-317-6593 (International) and ask for "The Darling Ingredients Call” that day.

A replay of the call will be available online via the webcast registration link and via phone at 877-344-7529 (United States), 855-669-9658 (Canada) or 412-317-0088 (International) using reference passcode 7150600. The phone replay will be available two hours after the call concludes through November 15, 2023.



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. It 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, the presentation in this report may not be comparable to EBITDA or Adjusted EBITDA presentations disclosed by other companies. Adjusted EBITDA is calculated above and represents for any relevant period, net income/(loss) plus depreciation and amortization, restructuring, acquisition and integration costs, goodwill and long-lived asset impairment, change in fair value of contingent consideration, interest expense, income tax provision, other income/(expense) and equity in net (income)/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).

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 September 30, 2023. However, the amounts shown below 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 nonrecurring costs, non-cash charges and cash dividends from the DGD Joint Venture. Additionally, the Company evaluates the impact of foreign exchange on operating cash flow, which is defined as segment operating income (loss) plus depreciation and amortization.

DGD Joint Venture Adjusted EBITDA (Darling’s share) is not a recognized accounting measure under GAAP; it should not be considered as an alternative to net income or equity in net income of Diamond Green Diesel, 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. The Company calculates DGD Joint Venture Adjusted EBITDA (Darling’s share) by taking DGD’s operating income plus DGD’s depreciation, amortization and accretion expense and then multiplying by 50% to get Darling’s share of DGD’s EBITDA.

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 operations and statement of cash flows, 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 guidance 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.

EBITDA per gallon is not a recognized accounting measurement under GAAP; it should not be considered as an alternative to net income or equity in income of Diamond Green Diesel, 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. EBITDA per gallon is presented here not as an alternative to net income or equity in income of Diamond Green Diesel, but rather as a measure of Diamond Green
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Diesel's operating performance. Since EBITDA per gallon (generally, net income plus interest expense, taxes, depreciation and amortization divided by total gallons sold) is not calculated identically by all companies, this presentation may not be comparable to EBITDA per gallon presentations disclosed by other companies. Management believes that EBITDA per gallon is useful in evaluating Diamond Green Diesel's operating performance compared to that of other companies in its industry because the calculation of EBITDA per gallon generally eliminates the effects of financing, income taxes and certain non-cash and other items presented on a per gallon basis that may vary for different companies for reasons unrelated to overall operating performance.



Cautionary Statements Regarding Forward-Looking Information:

This media release contains includes “forward-looking” statements that are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the statements. Statements that are not statements of historical facts are forward-looking statements and are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Words such as “estimate,” “guidance,” “project,” “planned,” “contemplate,” “potential,” “possible,” “proposed,” “intend,” “believe,” “anticipate,” “expect,” “may,” “will,” “would,” “should,” “could,” and similar expressions are intended to identify forward-looking statements. All statements other than statements of historical facts included in this release are forward looking statements. Forward-looking statements are based on the Company's current expectations and assumptions regarding its business, the economy and other future conditions. The Company cautions readers that any such forward-looking statements it makes are not guarantees of future performance and that actual results may differ materially from anticipated results or expectations expressed in its forward-looking statements as a result of a variety of factors, including many that are beyond the Company's control. Important factors that could cause actual results to differ materially from the Company’s expectations include: 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 in China and elsewhere; the occurrence of pandemics, epidemics or disease outbreaks, such as the 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 or 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, a decline in margins on the products produced by the DGD Joint Venture and issues relating to the announced SAF upgrade 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; tax changes, such as the introduction of a global minimum tax; difficulties or a significant disruption in the Company's 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 and the Israel-Palestinian conflict; 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, inflation rates, climate conditions, currency exchange fluctuations, general performance of the U.S. and global economies, disturbances in world financial, credit, commodities and stock markets, such as the recent turmoil in the world banking 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 report 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. For more detailed discussion of these factors and other risks and uncertainties regarding the Company, its business and the industries in which it operates, see the Company’s filings with the SEC, including the Risk Factors discussion in Item 1A of Part I of the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2022. The Company cautions readers that all forward-
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looking statements speak only as of the date made, and the Company undertakes no obligation to update any forward-looking statements, whether as a result of changes in circumstances, new events or otherwise.


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Darling Ingredients Contacts
Investors:    Suann Guthrie
Senior VP, Investor Relations, Sustainability & Communications
(469) 214-8202; suann.guthrie@darlingii.com

Media:        Jillian Fleming
Director, Global Communications
(972) 541-7115; jillian.fleming@darlingii.com
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