EX-99.1 2 exh991-pressreleaseq22023.htm EX-99.1 Document

Exhibit 99.1    
FOR IMMEDIATE RELEASE darlingingredientslogo.jpg
August 8, 2023


Darling Ingredients Inc. Reports Second Quarter 2023 Results


Second Quarter 2023
•Net income of $252.4 million, or $1.55 per GAAP diluted share
•Net sales of $1.8 billion
•Combined adjusted EBITDA of $508.3 million, $526.8 million excluding one-time Gelnex inventory negative impact
•Global ingredients business EBITDA of $260.9 million
•Received $101.4 million in cash dividends in Q2, and additional $62.2 million in cash dividends subsequent to quarter close from Diamond Green Diesel
•Repurchased $9.1 million of common stock

IRVING, TEXAS - Darling Ingredients Inc.(NYSE: DAR) today reported net income of $252.4 million, or $1.55 per diluted share for second quarter of 2023, compared to net income of $202.0 million, or $1.23 per diluted share, for second quarter of 2022. The company also reported net sales of $1.8 billion for the second quarter of 2023, compared with net sales of $1.7 billion for the same period a year ago.

“Second quarter was an incredible quarter for Darling Ingredients. We delivered our strongest financial results in the company’s history, driven by the strength of the vertically integrated business we have built,” said Randall C. Stuewe, Darling Ingredients Chairman and Chief Executive Officer. “Fat prices decreased quarter over quarter, which demonstrated how beneficial that can be for our Fuel segment. The power of our integrated waste fats and oils business combined with best-in-class renewable diesel production was clearly on display this last quarter.”

For the six months ended July 1, 2023, Darling Ingredients reported net sales of $3.5 billion, compared to net sales of $3.0 billion for the same period in 2022. Net income for the first six months of 2023 was $438.2 million, or $2.69 per diluted share, as compared to net income of $390.0 million, or $2.37 per diluted share, for the first six months of 2022.

Diamond Green Diesel (DGD) sold a record 387.8 million gallons of renewable diesel for the second quarter 2023 at an average of $1.28 per gallon EBITDA. Year-to-date, DGD has sold 643.3 million gallons of renewable diesel at an average of $1.17 per gallon EBITDA. During the second quarter, Darling Ingredients received $101.4 million in cash dividends from the joint venture. Subsequent to the quarter close, Darling Ingredients received an additional $62.2 million in cash dividends from the joint venture.

Combined adjusted EBITDA for the second quarter 2023 was $508.3 million, compared to $402.6 million for the same period in 2022. On a year-to-date basis, combined adjusted EBITDA totaled $926.7 million, as compared to $733.2 million for the same period in 2022. Excluding a one-time purchase accounting inventory negative impact of $18.5 million in the Food segment due to the Gelnex acquisition, combined adjusted EBITDA would have been $526.8 million for the second quarter 2023.

The company repurchased approximately 153,000 shares of common stock during the second quarter of 2023 for approximately $9.1 million. Stock repurchased year to date 2023 is approximately 926,000 shares for a total of $52.9 million. Approximately $321.6 million remains under the company’s Board approved share repurchase program.

As of July 1, 2023, Darling Ingredients had $111.5 million in cash and cash equivalents, and $956.0 million available under its committed revolving credit agreement. Total debt outstanding as of July 1, 2023, was $4.5 billion. The leverage ratio as measured by the company’s bank covenant was 3.11X as of July 1, 2023. Capital expenditures were $123.0 million for the second quarter 2023, and $234.3 million for the first six months ended July 1, 2023.

The company reaffirms guidance for fiscal year 2023 at $1.875 billion combined adjusted EBITDA.





Page 1


Segment Financial Tables (in thousands, unaudited)
Feed IngredientsFood IngredientsFuel IngredientsCorporateTotal
Three Months Ended July 1, 2023
Net sales$1,141,661 $476,093 $139,867 $— $1,757,621 
Cost of sales and operating expenses876,413 371,095 112,194 — 1,359,702 
Gross Margin$265,248 $104,998 $27,673 $— $397,919 
Gross Margin %23.2 %22.1 %19.8 %— 22.6 %
Loss/(gain) on sale of assets322 2 (65)— 259 
Selling, general and administrative expenses77,406 33,684 4,971 20,690 136,751 
Restructuring and asset impairment charges— 896 — — 896 
Acquisition and integration costs— — — 1,706 1,706 
Change in fair value of contingent consideration(7,499)— — — (7,499)
Depreciation and amortization82,575 28,445 8,567 2,499 122,086 
Equity in net income of Diamond Green Diesel— — 212,964 — 212,964 
Segment Operating Income/(Loss)112,444 41,971 227,164 (24,895)356,684 
Equity in Net Income of Unconsolidated Subs1,849 — — — 1,849 
Segment Income/(Loss)$114,293 $41,971 $227,164 $(24,895)$358,533 
Segment EBITDA187,520 71,312 22,767 (20,690)260,909 
DGD adjusted EBITDA (Darling's Share)— — 247,398 — 247,398 
Combined Adjusted EBITDA$187,520 $71,312 $270,165 $(20,690)$508,307 

Feed IngredientsFood IngredientsFuel IngredientsCorporateTotal
Three Months Ended July 2, 2022
Net sales$1,170,347 $369,181 $110,660 $— $1,650,188 
Cost of sales and operating expenses864,306 280,964 86,237 — 1,231,507 
Gross Margin$306,041 $88,217 $24,423 $— $418,681 
Gross Margin %26.1 %23.9 %22.1 %— 25.4 %
Gain on sale of assets(964)(73)(18)— (1,055)
Selling, general and administrative expenses64,863 22,855 4,277 15,781 107,776 
Restructuring and asset impairment charges8,557 — — — 8,557 
Acquisition and integration costs— — — 5,358 5,358 
Depreciation and amortization68,938 14,449 6,936 2,790 93,113 
Equity in net income of Diamond Green Diesel— — 73,680 — 73,680 
Segment Operating Income/(Loss)164,647 50,986 86,908 (23,929)278,612 
Equity in Net Income of Unconsolidated Subs2,272 — — — 2,272 
Segment Income/(Loss)$166,919 $50,986 $86,908 $(23,929)$280,884 
Segment EBITDA242,142 65,435 20,164 (15,781)311,960 
DGD adjusted EBITDA (Darling's Share)— — 90,611 — 90,611 
Combined Adjusted EBITDA$242,142 $65,435 $110,775 $(15,781)$402,571 


Page 2

Segment Financial Tables (in thousands, unaudited)

Feed IngredientsFood IngredientsFuel IngredientsCorporateTotal
Six Months Ended July 1, 2023
Net sales$2,379,155 $872,485 $297,153 $— $3,548,793 
Cost of sales and operating expenses1,826,485 661,210 238,980 — 2,726,675 
Gross Margin$552,670 $211,275 $58,173 $— $822,118 
Gross Margin %23.2 %24.2 %19.6 %— 23.2 %
Gain on sale of assets(20)(19)(29)— (68)
Selling, general and administrative expenses152,097 66,806 11,163 42,151 272,217 
Restructuring and asset impairment charges92 5,328 — — 5,420 
Acquisition and integration costs— — — 8,728 8,728 
Change in fair value of contingent consideration(7,499)— — — (7,499)
Depreciation and amortization172,895 42,918 16,960 5,319 238,092 
Equity in net income of Diamond Green Diesel— — 307,301 — 307,301 
Segment Operating Income/(Loss)235,105 96,242 337,380 (56,198)612,529 
Equity in Net Income of Unconsolidated Subs1,969 — — — 1,969 
Segment Income/(Loss)$237,074 $96,242 $337,380 $(56,198)$614,498 
Segment EBITDA400,593 144,488 47,039 (42,151)549,969 
DGD adjusted EBITDA (Darling's Share)— — 376,721 — 376,721 
Combined Adjusted EBITDA$400,593 $144,488 $423,760 $(42,151)$926,690 

Feed IngredientsFood IngredientsFuel IngredientsCorporateTotal
Six Months Ended July 2, 2022
Net sales$2,049,785 $723,995 $242,742 $— $3,016,522 
Cost of sales and operating expenses1,509,829 551,276 190,979 — 2,252,084 
Gross Margin$539,956 $172,719 $51,763 $— $764,438 
Gross Margin %26.3 %23.9 %21.3 %— 25.3 %
Gain on sale of assets(1,305)(82)(57)— (1,444)
Selling, general and administrative expenses121,072 49,699 8,197 30,840 209,808 
Restructuring and asset impairment charges8,557 — — — 8,557 
Acquisition and integration costs— — — 9,131 9,131 
Depreciation and amortization123,288 29,899 13,610 5,562 172,359 
Equity in net income of Diamond Green Diesel— — 145,484 — 145,484 
Segment Operating Income/(Loss)288,344 93,203 175,497 (45,533)511,511 
Equity in Net Income of Unconsolidated Subs3,632 — — — 3,632 
Segment Income/(Loss)$291,976 $93,203 $175,497 $(45,533)$515,143 
Segment EBITDA420,189 123,102 43,623 (30,840)556,074 
DGD adjusted EBITDA (Darling's Share)— — 177,171 — 177,171 
Combined Adjusted EBITDA$420,189 $123,102 $220,794 $(30,840)$733,245 

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.
Page 3

        
Darling Ingredients Inc. and Subsidiaries
Consolidated Balance Sheets
July 1, 2023 and December 31, 2022
(in thousands)

July 1, 2023December 31, 2022
ASSETS(unaudited)
Current assets:
Cash and cash equivalents$111,541 $127,016 
Restricted cash299 315 
Accounts receivable, net746,638 676,573 
Inventories825,130 673,621 
Prepaid expenses116,540 85,665 
Income taxes refundable22,621 18,583 
Other current assets53,188 56,324 
Total current assets1,875,957 1,638,097 
Property, plant and equipment, net2,774,526 2,462,082 
Intangible assets, net1,074,604 865,122 
Goodwill2,566,169 1,970,377 
Investment in unconsolidated subsidiaries2,214,312 1,926,395 
Operating lease right-of-use assets196,554 186,141 
Other assets246,032 136,268 
Deferred income taxes25,085 17,888 
$10,973,239 $9,202,370 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt$88,085 $69,846 
Accounts payable, principally trade427,066 472,491 
Income taxes payable29,821 44,851 
Current operating lease liabilities48,381 49,232 
Accrued expenses420,196 432,023 
Total current liabilities1,013,549 1,068,443 
Long-term debt, net of current portion4,458,797 3,314,969 
Long-term operating lease liabilities149,165 141,703 
Other non-current liabilities339,270 298,933 
Deferred income taxes561,895 481,832 
Total liabilities6,522,676 5,305,880 
Commitments and contingencies
Stockholders' equity:
Common stock, $0.01 par value;1,743 1,736 
Additional paid-in capital1,680,188 1,660,084 
Treasury stock, at cost(624,852)(554,451)
Accumulated other comprehensive loss(212,561)(383,874)
Retained earnings3,523,712 3,085,528 
Total Darling's stockholders' equity4,368,230 3,809,023 
Noncontrolling interests82,333 87,467 
Total Stockholders' Equity4,450,563 3,896,490 
$10,973,239 $9,202,370 


Page 4




Darling Ingredients Inc. and Subsidiaries
Consolidated Operating Results
For the Three-Month and Six-Month Periods Ended July 1, 2023 and July 2, 2022
(in thousands, except per share data)


Three Months EndedSix Months Ended
(unaudited)$ Change(unaudited)$ Change
July 1, July 2,FavorableJuly 1,July 2,Favorable
20232022(Unfavorable)20232022(Unfavorable)
Net sales$1,757,621 $1,650,188 $107,433 $3,548,793 $3,016,522 $532,271 
Costs and expenses:
Cost of sales and operating expenses1,359,702 1,231,507 (128,195)2,726,675 2,252,084 (474,591)
Loss/(gain) on sale of assets259 (1,055)(1,314)(68)(1,444)(1,376)
Selling, general and administrative expenses
136,751 107,776 (28,975)272,217 209,808 (62,409)
Restructuring and asset impairment charges896 8,557 7,661 5,420 8,557 3,137 
     Acquisition and integration costs1,706 5,358 3,652 8,728 9,131 403 
Change in fair value of contingent consideration(7,499)— 7,499 (7,499)— 7,499 
Depreciation and amortization122,086 93,113 (28,973)238,092 172,359 (65,733)
Total costs and expenses1,613,901 1,445,256 (168,645)3,243,565 2,650,495 (593,070)
Equity in net income of Diamond Green Diesel212,964 73,680 139,284 307,301 145,484 161,817 
Operating income356,684 278,612 78,072 612,529 511,511 101,018 
Other expense:
Interest expense(70,193)(24,008)(46,185)(120,492)(39,611)(80,881)
Foreign currency gain/(loss)2,490 (4,412)6,902 7,494 (5,512)13,006 
Other income/(expense), net5,079 (302)5,381 11,238 (1,044)12,282 
Total other expense(62,624)(28,722)(33,902)(101,760)(46,167)(55,593)
Equity in net income of other unconsolidated subsidiaries1,849 2,272 (423)1,969 3,632 (1,663)
Income before income taxes295,909 252,162 43,747 512,738 468,976 43,762 
Income tax expense40,712 47,333 6,621 67,686 73,416 5,730 
Net income255,197 204,829 50,368 445,052 395,560 49,492 
Net income attributable to noncontrolling interests
(2,814)(2,833)19 (6,868)(5,511)(1,357)
Net income attributable to Darling$252,383 $201,996 $50,387 $438,184 $390,049 $48,135 
Basic income per share:$1.58 $1.25 $0.33 $2.74 $2.41 $0.33 
Diluted income per share:$1.55 $1.23 $0.32 $2.69 $2.37 $0.32 
Number of diluted common shares:162,370 164,745 162,593 164,673 




Page 5


Darling Ingredients Inc. and Subsidiaries
Consolidated Statement of Cash Flows
For the Six Months Ended July 1, 2023 and July 2, 2022
(in thousands)
(unaudited)
July 1,July 2,
Cash flows from operating activities:20232022
Net income$445,052 $395,560 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization238,092 172,359 
Gain on sale of assets(68)(1,444)
Asset Impairment— 8,557 
Change in fair value of contingent consideration(7,499)— 
Gain on insurance proceeds from insurance settlements(13,836)— 
Deferred taxes34,202 35,674 
Decrease in long-term pension liability480 (547)
Stock-based compensation expense18,085 13,369 
Deferred loan cost amortization3,138 2,207 
Equity in net income of Diamond Green Diesel and other unconsolidated subsidiaries(309,270)(149,116)
Distribution of earnings from Diamond Green Diesel and other unconsolidated subsidiaries103,794 1,631 
Changes in operating assets and liabilities, net of effects from acquisitions:
  Accounts receivable24,397 (47,046)
  Income taxes refundable/payable(24,551)(28,834)
  Inventories and prepaid expenses(22,301)(95,199)
  Accounts payable and accrued expenses(94,080)72,351 
  Other10,065 (18,487)
Net cash provided by operating activities405,700 361,035 
Cash flows from investing activities:
Capital expenditures(234,307)(151,478)
Acquisition, net of cash acquired(1,079,083)(1,235,537)
Investment in Diamond Green Diesel(75,000)(239,750)
Investment in other unconsolidated subsidiaries(27)— 
Loan repayment from Diamond Green Diesel25,000 — 
Gross proceeds from sale of property, plant and equipment and other assets2,733 2,161 
Proceeds from insurance settlement13,836 — 
Payments related to routes and other intangibles(1,517)(179)
Net cash used in investing activities(1,348,365)(1,624,783)
Cash flows from financing activities:
Proceeds from long-term debt807,956 1,663,612 
Payments on long-term debt(83,616)(23,600)
Borrowings from revolving credit facility1,415,916 777,902 
Payments on revolving credit facility(1,063,516)(937,921)
Net cash overdraft financing16,673 12 
Deferred loan costs(9)(10,707)
Repurchase of common stock(52,941)(65,887)
Minimum withholding taxes paid on stock awards(15,558)(45,836)
Distributions to noncontrolling interests(4,824)— 
Net cash provided by financing activities1,020,081 1,357,575 
Effect of exchange rate changes on cash flows16,535 (16,059)
Net increase in cash, cash equivalents and restricted cash93,951 77,768 
Cash, cash equivalents and restricted cash at beginning of period150,168 69,072 
Cash, cash equivalents and restricted cash at end of period$244,119 $146,840 
Page 6


Diamond Green Diesel Joint Venture
Condensed Consolidated Balance Sheets
June 30, 2023 and December 31, 2022
(in thousands)
June 30,December 31,
20232022
(unaudited)
Assets:
Total current assets$1,623,715 $1,304,805 
Property, plant and equipment, net3,828,093 3,866,854 
Other assets88,305 61,665 
Total assets$5,540,113 $5,233,324 
Liabilities and members' equity:
Total current portion of long term debt$102,935 $217,066 
Total other current liabilities378,589 515,023 
Total long term debt760,700 774,783 
Total other long term liabilities16,568 17,249 
Total members' equity4,281,321 3,709,203 
Total liabilities and members' equity$5,540,113 $5,233,324 


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



Three Months EndedSix Months Ended
(unaudited)$ Change(unaudited)$ Change
June 30,June 30,FavorableJune 30,June 30,Favorable
20232022(Unfavorable)20232022(Unfavorable)
Revenues:
Operating revenues$2,246,111 $1,455,886 $790,225 $3,926,161 $2,436,578 $1,489,583 
Expenses:
Total costs and expenses less depreciation, amortization and accretion expense
1,751,315 1,274,665 (476,650)3,172,719 2,082,237 (1,090,482)
Depreciation, amortization and accretion expense
58,315 31,317 (26,998)116,922 57,809 (59,113)
Total costs and expenses1,809,630 1,305,982 (503,648)3,289,641 2,140,046 (1,149,595)
Operating income436,481 149,904 286,577 636,520 296,532 339,988 
Other income2,121 722 1,399 4,162 711 3,451 
Interest and debt expense, net(12,674)(3,266)(9,408)(26,080)(6,275)(19,805)
Net income$425,928 $147,360 $278,568 $614,602 $290,968 $323,634 








Page 7


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 Six Months Ended July 1, 2023 and July 2, 2022
(in thousands)


Three Months EndedSix Months Ended
(unaudited)(unaudited)
Adjusted EBITDAJuly 1,July 2,July 1,July 2,
2023202220232022
Net income attributable to Darling$252,383 $201,996 $438,184 $390,049 
Depreciation and amortization122,086 93,113 238,092 172,359 
Interest expense70,193 24,008 120,492 39,611 
Income tax expense40,712 47,333 67,686 73,416 
Restructuring and asset impairment charges896 8,557 5,420 8,557 
Acquisition and integration costs1,706 5,358 8,728 9,131 
Change in fair value of contingent consideration(7,499)— (7,499)— 
Foreign currency loss/(gain)(2,490)4,412 (7,494)5,512 
Other expense/(income), net(5,079)302 (11,238)1,044 
Equity in net income of Diamond Green Diesel(212,964)(73,680)(307,301)(145,484)
Equity in net income of other unconsolidated subsidiaries(1,849)(2,272)(1,969)(3,632)
Net income attributable to noncontrolling interests2,814 2,833 6,868 5,511 
Adjusted EBITDA (Non-GAAP)$260,909 $311,960 $549,969 $556,074 
Foreign currency exchange impact(1,550)(1)5,779 (2)
Pro forma Adjusted EBITDA to Foreign Currency (Non-GAAP)$259,359 $311,960 $555,748 $556,074 
DGD Joint Venture Adjusted EBITDA (Darling's share)$247,398 $90,611 $376,721 $177,171 
Darling plus Darling's share of DGD Joint Venture Adjusted EBITDA$508,307 $402,571 $926,690 $733,245 
(1) The average rates for the three months ended July 1, 2023 were €1.00:$1.09, R$1.00:$0.20 and C$1.00:$0.74 as compared to the average rate for the three months ended July 2, 2022 of €1.00:$1.06, R$1.00:$0.20 and C$1.00:$0.78, respectively.
(2) The average rates for the six months ended July 1, 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 six months ended July 2, 2022 of €1.00:$1.09, R$1.00:$0.20 and C$1.00:$0.79, 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.

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


Page 8


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 August 9, 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 2280026. The phone replay will be available two hours after the call concludes through August 16, 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 below 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 July 1, 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 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
Page 9

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; 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
Page 10

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-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.


# # #

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
Page 11