Form 8-K
8-K — DARLING INGREDIENTS INC.
Accession: 0000916540-26-000027
Filed: 2026-10-28
Period: 2026-10-28
CIK: 0000916540
SIC: 2070 (FATS & OILS)
Item: Results of Operations and Financial Condition
Item: Regulation FD Disclosure
Item: Financial Statements and Exhibits
Documents
8-K — dar-20261028.htm (Primary)
EX-99.1 — EX-99.1 PRESS RELEASE (exh991-pressreleaseq32026.htm)
EX-99.2 — EX 99.2 EARNING SLIDES (dar3q2026earnings.htm)
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8-K
8-K (Primary)
Filename: dar-20261028.htm · Sequence: 1
dar-20261028
0000916540false00009165402026-10-282026-10-28
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported)
October 28, 2026
DARLING INGREDIENTS INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 001-13323 36-2495346
(State or Other Jurisdiction
of Incorporation) (Commission
File Number) (IRS Employer
Identification No.)
5601 N. MacArthur Blvd., Irving, Texas 75038
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (972) 717-0300
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common stock $0.01 par value per share DAR New York Stock Exchange (“NYSE”)
NYSE Texas
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
☐ Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
1
Item 2.02. Results of Operations and Financial Condition.
On October 28, 2026, Darling Ingredients Inc. (the “Company”) issued a press release announcing financial results for the third quarter ended October 3, 2026. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K (“Current Report”).
Item 7.01 Regulation FD Disclosure
The Company will hold a conference call and webcast on Thursday, October 29, 2026 to discuss these financial results. The Company will have a slide presentation available to augment management’s formal presentation, which will be accessible via the investor relations section of the Company’s website. A copy of this slide presentation is furnished as Exhibit 99.2 to this Current Report.
The Company is making reference to non-GAAP financial measures in the press release, slide presentation, and the conference call. Reconciliations of non-GAAP financial measures to GAAP financial measures and other disclosures with respect to non-GAAP financial measures are contained in the furnished press release and slide presentation.
The information in this Current Report, including the exhibits hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
99.1
Press Release dated October 28, 2026 (furnished pursuant to Item 2.02).
99.2
Slide Presentation for Earnings Call (furnished pursuant to Item 7.01).
104 Cover Page Interactive Data File (embedded within Inline XBRL document)
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
DARLING INGREDIENTS INC.
Date: October 28, 2026 By: /s/ Nick Kemphaus
Nick Kemphaus
Executive Vice President,
General Counsel
3
EX-99.1 — EX-99.1 PRESS RELEASE
EX-99.1
Filename: exh991-pressreleaseq32026.htm · Sequence: 2
Document
Exhibit 99.1
FOR IMMEDIATE RELEASE
October 28, 2026
Darling Ingredients Inc. Reports Third Quarter 2026 Results
•Net income attributable to Darling of $267.0 million, or $1.67 per GAAP diluted share, compared to net income attributable to Darling of $19.4 million, or $0.12 per GAAP diluted share for the third quarter 2025
•Total net sales were $1.8 billion, compared to $1.6 billion for third quarter 2025
•Combined Adjusted EBITDA was $514.3 million, compared to $244.9 million for third quarter 2025
•Received $171.0 million in cash distributions from Diamond Green Diesel (DGD)
•Reduced net debt by approximately $420 million
•Repurchased $75.9 million in common stock in third quarter
IRVING, TEXAS - Darling Ingredients Inc. (NYSE: DAR) today reported net income attributable to Darling of $267.0 million or $1.67 per GAAP diluted share for the third quarter of 2026, compared to net income attributable to Darling of $19.4 million, or $0.12 per GAAP diluted share, for the third quarter of 2025. The company also reported total net sales of $1.8 billion for the third quarter of 2026, compared with total net sales of $1.6 billion for the same period a year ago.
“Our core business delivered another quarter of exceptional performance, demonstrating its resilience and strong cash flow generation,” said Randall C. Stuewe, Chairman and Chief Executive Officer. “This financial strength, bolstered by substantial cash from Diamond Green Diesel, enabled us to realize a $420 million reduction in net debt and return capital to our shareholders. With a strong balance sheet and a great outlook, the momentum is undeniable as we position the company for a successful 2027.”
For the nine months ended Oct. 3, 2026, the company reported net income attributable to Darling of $788.6 million, or $4.91 per GAAP diluted share, compared to a net income attributable to Darling of $5.9 million, or $0.04 per GAAP diluted share for the same period a year ago. Net sales for the first nine months of 2026 were $5.1 billion, compared to $4.4 billion for the same period in 2025.
In the three months ended Sept. 30, 2026, DGD sold/shipped 314.9 million gallons of renewable fuels. For the nine months ended Sept. 30, 2026, DGD sold/shipped 936.1 million gallons of renewable fuels. As determined on a stand-alone basis by Darling Ingredients, DGD Adjusted EBITDA per gallon for the three months ended Sept. 30, 2026, was $1.30. As determined on a stand-alone basis by Darling Ingredients, DGD Adjusted EBITDA per gallon for the nine months ended Sept. 30, 2026, was $1.59. The company received approximately $33.4 million in dividends and approximately $137.6 million from Production Tax Credit sales from DGD in the third quarter.
Combined Adjusted EBITDA for the third quarter of 2026 was $514.3 million, compared to $244.9 million for the same period in 2025. For the first nine months ending Oct. 3, 2026, combined adjusted EBITDA was approximately $1.7 billion, compared to $690.2 million for the same period in 2025.
As of October 3, 2026, Darling Ingredients had $121.7 million in cash and cash equivalents, and $1.7 billion available under its committed revolving credit agreement. Total debt outstanding as of Oct. 3, 2026, was $3.5 billion. The preliminary leverage ratio as measured by the company’s bank covenant was 1.7X as of Oct. 3, 2026. During the quarter, the company repurchased $75.9 million of its common stock, bringing its repurchases through the third quarter to $149.4 million. Capital expenditures were approximately $343.5 million year-to-date 2026. The company estimates capital expenditures to be approximately $450.0 million for fiscal year 2026.
Driven by an ongoing focus on deleveraging and confidence in the cash-generating power of its global operations, the company anticipates ending fiscal year 2026 with net debt at or below $3.0 billion, with a leverage ratio below 1.5X. Reflecting this financial strength, Darling Ingredients reaffirms fiscal year 2026 Combined Adjusted EBITDA guidance of $2.2-$2.3 billion, positioning the business to carry strong momentum into 2027.
Page 1
Darling Ingredients Inc. and Subsidiaries
Consolidated Statements of Operations
For the Three and Nine Months Ended October 3, 2026 and September 27, 2025
(in thousands, except per share data, unaudited)
Three Months Ended Nine Months Ended
$ Change $ Change
October 3, September 27, Favorable October 3, September 27, Favorable
2026 2025 (Unfavorable) 2026 2025 (Unfavorable)
Net sales to third parties $ 1,359,115 $ 1,221,846 $ 137,269 $ 3,971,868 $ 3,574,476 $ 397,392
Net sales to related party - Diamond Green Diesel 432,001 342,120 89,881 1,094,147 851,602 242,545
Total net sales 1,791,116 1,563,966 227,150 5,066,015 4,426,078 639,937
Costs and expenses:
Cost of sales and operating expenses (excludes depreciation and amortization, shown separately below) 1,313,572 1,176,957 (136,615) 3,680,177 3,381,801 (298,376)
(Gain)/loss on sale of assets 572 (375) (947) 659 639 (20)
Selling, general and administrative expenses 166,893 139,594 (27,299) 466,910 399,219 (67,691)
Restructuring and asset impairment charges — — — 4,297 — (4,297)
Acquisition and integration costs 5,782 6,156 374 23,970 11,073 (12,897)
Change in fair value of contingent consideration 995 — (995) 995 18,024 17,029
Depreciation and amortization 135,667 124,064 (11,603) 396,756 368,961 (27,795)
Total costs and expenses 1,623,481 1,446,396 (177,085) 4,573,764 4,179,717 (394,047)
Equity in net income/(loss) of Diamond Green Diesel 165,636 (45,844) 211,480 623,029 (70,367) 693,396
Operating income 333,271 71,726 261,545 1,115,280 175,994 939,286
Other expense:
Interest expense (51,460) (56,925) 5,465 (161,103) (166,765) 5,662
Loss on early retirement of debt — — — — (2,978) 2,978
Foreign currency gain 462 1,067 (605) 3,813 1,018 2,795
Gain on sale of businesses 63,473 1,686 61,787 63,473 1,686 61,787
Other expense, net (3,000) (1,024) (1,976) (7,928) (4,217) (3,711)
Total other income/(expense) 9,475 (55,196) 64,671 (101,745) (171,256) 69,511
Equity in net income of other unconsolidated subsidiaries 2,377 3,277 (900) 7,177 8,431 (1,254)
Income from operations before income taxes 345,123 19,807 325,316 1,020,712 13,169 1,007,543
Income tax expense/(benefit) 76,810 (1,248) (78,058) 226,074 1,663 (224,411)
Net income 268,313 21,055 247,258 794,638 11,506 783,132
Net income attributable to noncontrolling interests (1,327) (1,692) 365 (6,027) (5,642) (385)
Net income attributable to Darling $ 266,986 $ 19,363 $ 247,623 $ 788,611 $ 5,864 $ 782,747
Basic income per share: $ 1.70 $ 0.12 $ 1.58 $ 4.98 $ 0.04 $ 4.94
Diluted income per share: $ 1.67 $ 0.12 $ 1.55 $ 4.91 $ 0.04 $ 4.87
Number of diluted common shares: 160,134 159,947 160,598 160,067
Page 2
Segment Financial Tables (in thousands, unaudited)
Feed Ingredients Food Ingredients Fuel Ingredients Corporate Total
Three Months Ended October 3, 2026
Total net sales $ 1,206,702 $ 415,798 $ 168,616 $ — $ 1,791,116
Cost of sales and operating expenses 872,753 305,541 135,278 — 1,313,572
Gross margin 333,949 110,257 33,338 — 477,544
Loss/(gain) on sale of assets 287 317 (32) — 572
Selling, general and administrative expenses 85,953 36,126 9,628 35,186 166,893
Acquisition and integration costs — — — 5,782 5,782
Change in fair value of contingent consideration 995 — — — 995
Depreciation and amortization 95,875 29,018 9,046 1,728 135,667
Equity in net income of Diamond Green Diesel — — 165,636 — 165,636
Segment operating income/(loss) $ 150,839 $ 44,796 $ 180,332 $ (42,696) $ 333,271
Equity in net income of other unconsolidated subsidiaries 2,377 — — — 2,377
Segment income/(loss) 153,216 44,796 180,332 (42,696) 335,648
—
Segment Adjusted EBITDA (Non-GAAP) $ 247,709 $ 73,814 $ 23,742 $ (35,186) $ 310,079
DGD Adjusted EBITDA (Darling's Share) (Non-GAAP) — — 204,205 — 204,205
Combined Adjusted EBITDA (Non-GAAP) $ 247,709 $ 73,814 $ 227,947 $ (35,186) $ 514,284
Reconciliation of Net Income/(Loss) to (Non-GAAP) Segment Adjusted EBITDA and (Non-GAAP) Combined Adjusted EBITDA:
Net income/(loss) attributable to Darling $ 153,216 $ 44,796 $ 180,332 $ (111,358) $ 266,986
Net income attributable to noncontrolling interests — — — 1,327 1,327
Income tax expense — — — 76,810 76,810
Interest expense — — — 51,460 51,460
Gain on sale of businesses — — — (63,473) (63,473)
Foreign currency gain — — — (462) (462)
Other expense, net — — — 3,000 3,000
Segment income/(loss) $ 153,216 $ 44,796 $ 180,332 $ (42,696) $ 335,648
Acquisition and integration costs — — — 5,782 5,782
Change in fair value of contingent consideration 995 — — — 995
Depreciation and amortization 95,875 29,018 9,046 1,728 135,667
Equity in net income of Diamond Green Diesel — — (165,636) — (165,636)
Equity in net income of other unconsolidated subsidiaries (2,377) — — — (2,377)
Segment Adjusted EBITDA (Non-GAAP) $ 247,709 $ 73,814 $ 23,742 $ (35,186) $ 310,079
DGD Adjusted EBITDA (Darling's Share) (Non-GAAP) * — — 204,205 — 204,205
Combined Adjusted EBITDA (Non-GAAP) $ 247,709 $ 73,814 $ 227,947 $ (35,186) $ 514,284
*See reconciliation of DGD Net Income/(Loss) to (Non-GAAP) DGD Adjusted EBITDA below the DGD Consolidated Statements of Operations
Page 3
Feed Ingredients Food Ingredients Fuel Ingredients Corporate Total
Three Months Ended September 27, 2025
Total net sales $ 1,029,115 $ 380,574 $ 154,277 $ — $ 1,563,966
Cost of sales and operating expenses 779,306 275,751 121,900 — 1,176,957
Gross margin 249,809 104,823 32,377 — 387,009
Gain on sale of assets (125) (65) (185) — (375)
Selling, general and administrative expenses 75,938 33,250 8,077 22,329 139,594
Acquisition and integration costs — — — 6,156 6,156
Depreciation and amortization 83,590 29,839 9,129 1,506 124,064
Equity in net loss of Diamond Green Diesel — — (45,844) — (45,844)
Segment operating income/(loss) $ 90,406 $ 41,799 $ (30,488) $ (29,991) $ 71,726
Equity in net income of other unconsolidated subsidiaries 3,277 — — — 3,277
Segment income/(loss) 93,683 41,799 (30,488) (29,991) 75,003
Segment Adjusted EBITDA (Non-GAAP) $ 173,996 $ 71,638 $ 24,485 $ (22,329) $ 247,790
DGD Adjusted EBITDA (Darling's Share) (Non-GAAP) — — (2,884) — $ (2,884)
Combined Adjusted EBITDA (Non-GAAP) $ 173,996 $ 71,638 $ 21,601 $ (22,329) $ 244,906
Reconciliation of Net Income/(Loss) to (Non-GAAP) Segment Adjusted EBITDA and (Non-GAAP) Combined Adjusted EBITDA:
Net income/(loss) attributable to Darling $ 93,683 $ 41,799 $ (30,488) $ (85,631) $ 19,363
Net income attributable to noncontrolling interests — — — 1,692 1,692
Income tax benefit — — — (1,248) (1,248)
Interest expense — — — 56,925 56,925
Gain on sale of businesses — — — (1,686) (1,686)
Foreign currency gain — — — (1,067) (1,067)
Other expense, net — — — 1,024 1,024
Segment income/(loss) $ 93,683 $ 41,799 $ (30,488) $ (29,991) $ 75,003
Acquisition and integration costs — — — 6,156 6,156
Depreciation and amortization 83,590 29,839 9,129 1,506 124,064
Equity in net loss of Diamond Green Diesel — — 45,844 — 45,844
Equity in net income of other unconsolidated subsidiaries (3,277) — — — (3,277)
Segment Adjusted EBITDA (Non-GAAP) $ 173,996 $ 71,638 $ 24,485 $ (22,329) $ 247,790
DGD Adjusted EBITDA (Darling's Share) (Non-GAAP) * — — (2,884) — (2,884)
Combined Adjusted EBITDA (Non-GAAP) $ 173,996 $ 71,638 $ 21,601 $ (22,329) $ 244,906
*See reconciliation of DGD Net Income/(Loss) to (Non-GAAP) DGD Adjusted EBITDA below the DGD Consolidated Statements of Operations
Page 4
Feed Ingredients Food Ingredients Fuel Ingredients Corporate Total
Nine Months Ended October 3, 2026
Total net sales $ 3,341,530 $ 1,229,545 $ 494,940 $ — $ 5,066,015
Cost of sales and operating expenses 2,438,620 853,713 387,844 — 3,680,177
Gross margin 902,910 375,832 107,096 — 1,385,838
Loss/(gain) on sale of assets 379 793 (513) — 659
Selling, general and administrative expenses 245,594 111,967 29,154 80,195 466,910
Restructuring and asset impairment charges — 4,297 — — 4,297
Acquisition and integration costs — — — 23,970 23,970
Change in fair value of contingent consideration 995 — — — 995
Depreciation and amortization 276,608 88,234 27,207 4,707 396,756
Equity in net income of Diamond Green Diesel — — 623,029 — 623,029
Segment operating income/(loss) $ 379,334 $ 170,541 $ 674,277 $ (108,872) $ 1,115,280
Equity in net income of other unconsolidated subsidiaries 7,177 — — — 7,177
Segment income/(loss) 386,511 170,541 674,277 (108,872) 1,122,457
—
Segment Adjusted EBITDA (Non-GAAP) $ 656,937 $ 263,072 $ 78,455 $ (80,195) $ 918,269
DGD Adjusted EBITDA (Darling's Share) (Non-GAAP) — — 744,579 — 744,579
Combined Adjusted EBITDA (Non-GAAP) $ 656,937 $ 263,072 $ 823,034 $ (80,195) $ 1,662,848
Reconciliation of Net Income/(Loss) to (Non-GAAP) Segment Adjusted EBITDA and (Non-GAAP) Combined Adjusted EBITDA:
Net income/(loss) attributable to Darling $ 386,511 $ 170,541 $ 674,277 $ (442,718) $ 788,611
Net income attributable to noncontrolling interests — — — 6,027 6,027
Income tax expense — — — 226,074 226,074
Interest expense — — — 161,103 161,103
Gain on sale of businesses — — — (63,473) (63,473)
Foreign currency gain — — — (3,813) (3,813)
Other expense, net — — — 7,928 7,928
Segment income/(loss) $ 386,511 $ 170,541 $ 674,277 $ (108,872) $ 1,122,457
Restructuring and asset impairment charges — 4,297 — — 4,297
Acquisition and integration costs — — — 23,970 23,970
Change in fair value of contingent consideration 995 — — — 995
Depreciation and amortization 276,608 88,234 27,207 4,707 396,756
Equity in net income of Diamond Green Diesel — — (623,029) — (623,029)
Equity in net income of other unconsolidated subsidiaries (7,177) — — — (7,177)
Segment Adjusted EBITDA (Non-GAAP) $ 656,937 $ 263,072 $ 78,455 $ (80,195) $ 918,269
DGD Adjusted EBITDA (Darling's Share) (Non-GAAP) * — — 744,579 — 744,579
Combined Adjusted EBITDA (Non-GAAP) $ 656,937 $ 263,072 $ 823,034 $ (80,195) $ 1,662,848
*See reconciliation of DGD Net Income/(Loss) to (Non-GAAP) DGD Adjusted EBITDA below the DGD Consolidated Statements of Operations
Page 5
Feed Ingredients Food Ingredients Fuel Ingredients Corporate Total
Nine Months Ended September 27, 2025
Total net sales $ 2,861,930 $ 1,115,956 $ 448,192 $ — $ 4,426,078
Cost of sales and operating expenses 2,215,402 804,765 361,634 — 3,381,801
Gross margin 646,528 311,191 86,558 — 1,044,277
Loss/(gain) on sale of assets 1,075 (34) (402) — 639
Selling, general and administrative expenses 224,973 98,709 25,645 49,892 399,219
Acquisition and integration costs — — — 11,073 11,073
Change in fair value of contingent consideration 18,024 — — — 18,024
Depreciation and amortization 251,139 86,792 26,481 4,549 368,961
Equity in net loss of Diamond Green Diesel — — (70,367) — (70,367)
Segment operating income/(loss) $ 151,317 $ 125,724 $ (35,533) $ (65,514) $ 175,994
Equity in net income of other unconsolidated subsidiaries 8,431 — — — 8,431
Segment income/(loss) 159,748 125,724 (35,533) (65,514) 184,425
—
Segment Adjusted EBITDA (Non-GAAP) $ 420,480 $ 212,516 $ 61,315 $ (49,892) $ 644,419
DGD Adjusted EBITDA (Darling's Share) (Non-GAAP) — — 45,799 — 45,799
Combined Adjusted EBITDA (Non-GAAP) $ 420,480 $ 212,516 $ 107,114 $ (49,892) $ 690,218
Reconciliation of Net Income/(Loss) to (Non-GAAP) Segment Adjusted EBITDA and (Non-GAAP) Combined Adjusted EBITDA:
Net income/(loss) attributable to Darling $ 159,748 $ 125,724 $ (35,533) $ (244,075) $ 5,864
Net income attributable to noncontrolling interests — — — 5,642 5,642
Income tax expense — — — 1,663 1,663
Interest expense — — — 166,765 166,765
Loss on early retirement of debt — — — 2,978 2,978
Gain on sale of businesses — — — (1,686) (1,686)
Foreign currency gain — — — (1,018) (1,018)
Other expense, net — — — 4,217 4,217
Segment income/(loss) $ 159,748 $ 125,724 $ (35,533) $ (65,514) $ 184,425
Acquisition and integration costs — — — 11,073 11,073
Change in fair value of contingent consideration 18,024 — — — 18,024
Depreciation and amortization 251,139 86,792 26,481 4,549 368,961
Equity in net loss of Diamond Green Diesel — — 70,367 — 70,367
Equity in net income of other unconsolidated subsidiaries (8,431) — — — (8,431)
Segment Adjusted EBITDA (Non-GAAP) $ 420,480 $ 212,516 $ 61,315 $ (49,892) $ 644,419
DGD Adjusted EBITDA (Darling's Share) (Non-GAAP) * — — 45,799 — 45,799
Combined Adjusted EBITDA (Non-GAAP) $ 420,480 $ 212,516 $ 107,114 $ (49,892) $ 690,218
*See reconciliation of DGD Net Income/(Loss) to (Non-GAAP) DGD Adjusted EBITDA below the DGD Consolidated Statements of Operations
Page 6
Darling Ingredients Inc. and Subsidiaries
Balance Sheet Disclosures
As of October 3, 2026 and January 3, 2026
(in thousands)
(unaudited)
October 3, January 3,
2026 2026
Cash and cash equivalents $ 121,716 $ 88,671
Property, plant and equipment, net $ 2,831,703 $ 2,796,139
Current portion of long-term debt $ 74,009 $ 75,217
Long-term debt, net of current portion $ 3,414,433 $ 3,862,243
Other Financial Data
As of October 3, 2026
(unaudited)
October 3,
2026
Net debt (1) $ 3,366,726
Revolver availability $ 1,731,337
Capital expenditures - YTD $ 343,515
Preliminary Leverage Ratio 1.7X
(1) Total debt less cash and cash equivalents.
Page 7
Diamond Green Diesel Joint Venture
Consolidated Statements of Operations
For the Three and Nine Months Ended September 30, 2026 and September 30, 2025
(in thousands, unaudited)
Three Months Ended Nine Months Ended
September 30, September 30, September 30, September 30,
2026 2025 2026 2025
Revenues:
Operating revenues $ 2,392,927 $ 1,203,732 $ 6,488,972 $ 3,201,472
Expenses:
Total costs and expenses less lower of cost or market inventory valuation adjustment and depreciation, amortization and accretion expense 1,974,852 1,160,562 5,072,649 3,257,113
Lower of cost or market (LCM) inventory valuation adjustment — 37,811 (96,720) (164,438)
Depreciation, amortization and accretion expense 70,289 75,398 219,237 204,399
Total costs and expenses 2,045,141 1,273,771 5,195,166 3,297,074
Operating income/(loss) 347,786 (70,039) 1,293,806 (95,602)
Other income 2,881 1,621 8,092 7,504
Interest and debt expense, net (10,593) (11,922) (32,488) (34,072)
Income/(loss) before income tax expense 340,074 (80,340) 1,269,410 (122,170)
Income tax expense/(benefit) (862) 221 (534) 1,365
Net income/(loss) $ 340,936 $ (80,561) $ 1,269,944 $ (123,535)
Reconciliation of DGD Net Income/(Loss) to (Non-GAAP) DGD Adjusted EBITDA:
Net income/(loss) $ 340,936 $ (80,561) $ 1,269,944 $ (123,535)
Income tax expense/(benefit) (862) 221 (534) 1,365
Interest and debt expense, net 10,593 11,922 32,488 34,072
Other income (2,881) (1,621) (8,092) (7,504)
Operating income/(loss) 347,786 (70,039) 1,293,806 (95,602)
Depreciation, amortization and accretion expense 70,289 75,398 219,237 204,399
DGD Adjusted EBITDA (Non-GAAP) 418,075 5,359 1,513,043 108,797
Less: Discount and Broker Fees (9,666) (11,126) (23,886) (17,199)
DGD Adjusted EBITDA (Non-GAAP) after Discount and Broker Fees 408,409 (5,767) 1,489,157 91,598
Darling's Share 50% 50 % 50 % 50 % 50 %
DGD Adjusted EBITDA (Darling's Share) (Non-GAAP) $ 204,205 $ (2,884) $ 744,579 $ 45,799
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Diamond Green Diesel Joint Venture
Consolidated Balance Sheets
September 30, 2026 and December 31, 2025
(in thousands)
September 30, December 31,
2026 2025
(unaudited)
Assets:
Cash $ 365,203 $ 195,765
Total other current assets 1,646,653 1,199,194
Property, plant and equipment, net 3,545,312 3,702,254
Other assets 127,835 139,765
Total assets $ 5,685,003 $ 5,236,978
Liabilities and members' equity:
Revolver $ — $ —
Total other current portion of long term debt 28,758 29,487
Total other current liabilities 272,614 332,256
Total long term debt 655,969 677,671
Total other long term liabilities 17,869 17,748
Total members' equity 4,709,793 4,179,816
Total liabilities and members' equity $ 5,685,003 $ 5,236,978
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Reconciliation of Net Income to (Non-GAAP) Adjusted EBITDA to (Non-GAAP) Pro Forma
Adjusted EBITDA to Foreign Currency and to (Non-GAAP) Combined Adjusted EBITDA
For the Three and Nine Months Ended October 3, 2026 and September 27, 2025
(in thousands, unaudited)
Three Months Ended Nine Months Ended
Adjusted EBITDA October 3, September 27, October 3, September 27,
(U.S. dollars in thousands) 2026 2025 2026 2025
Net income attributable to Darling $ 266,986 $ 19,363 $ 788,611 $ 5,864
Depreciation and amortization 135,667 124,064 396,756 368,961
Interest expense 51,460 56,925 161,103 166,765
Income tax expense/(benefit) 76,810 (1,248) 226,074 1,663
Restructuring and asset impairment charges — — 4,297 —
Acquisition and integration costs 5,782 6,156 23,970 11,073
Change in fair value of contingent consideration 995 — 995 18,024
Foreign currency gain (462) (1,067) (3,813) (1,018)
Other expense, net 3,000 1,024 7,928 4,217
Loss on early retirement of debt — — — 2,978
Gain on sale of businesses (63,473) (1,686) (63,473) (1,686)
Equity in net (income)/loss of Diamond Green Diesel (165,636) 45,844 (623,029) 70,367
Equity in net income of other unconsolidated subsidiaries (2,377) (3,277) (7,177) (8,431)
Net income attributable to noncontrolling interests 1,327 1,692 6,027 5,642
Adjusted EBITDA (Non-GAAP) $ 310,079 $ 247,790 $ 918,269 $ 644,419
Foreign currency exchange impact 2,857 (1) — (15,621) (2) —
Pro forma Adjusted EBITDA to Foreign Currency (Non-GAAP) $ 312,936 $ 247,790 $ 902,648 $ 644,419
DGD Joint Venture Adjusted EBITDA (Darling's share) (Non-GAAP) $ 204,205 $ (2,884) $ 744,579 $ 45,799
Combined Adjusted EBITDA (Non-GAAP) $ 514,284 $ 244,906 $ 1,662,848 $ 690,218
(1) The average rates for the three months ended October 3, 2026 were €1.00:$1.15 R$1.00:$0.19 and C$1.00:$0.71 as compared to the average rates for the three months ended September 27, 2025 of €1.00:$1.17, R$1.00:$0.18 and C$1.00:$0.73, respectively.
(2) The average rates for the nine months ended October 3, 2026 were €1.00:$1.16, R$1.00:$0.19 and C$1.00:$0.72 as compared to the average rates for the nine months ended September 27, 2025 of €1.00:$1.12, R$1.00:$0.18 and C$1.00:$0.71, respectively.
About Darling Ingredients
A pioneer in circularity, Darling Ingredients Inc. (NYSE: DAR) takes material from the animal agriculture and food industries, and transforms them into valuable ingredients that nourish people, feed animals and crops, and fuel the world with renewable energy. The company operates over 260 facilities in more than 15 countries and processes about 15% of the world’s animal agricultural by-products, produces about 30% of the world’s collagen (both gelatin and hydrolyzed collagen), and is one of the largest producers of renewable energy. To learn more, visit darlingii.com. Follow us on LinkedIn.
Darling Ingredients will host a conference call on Thursday, Oct. 29, 2026, at 9 a.m. Eastern Time (8 a.m. Central Time) to discuss third quarter 2026 financial results and provide an update on company operations. A presentation with accompanying supplemental financial data is available at darlingii.com/investors.
To access the call as a listener, please register for the audio-only webcast.
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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 meeting ID for immediate access on Oct. 29 or call +1 833-461-5787 (Toll Free) or +1 626-884-3620 using meeting ID 827556345. A replay of the call will be available online via the webcast registration link two hours after the call ends. A transcript will be posted at darlingii.com/investors within 24 hours.
Use of Non-GAAP Financial Measures:
Segment Adjusted EBITDA is not a recognized accounting measurement under GAAP; it should not be considered as an alternative to net income/(loss), 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/(loss), but rather as a measure of the segment’s operating performance. Segment Adjusted EBITDA consists of net income/(loss) plus depreciation and amortization, restructuring and asset impairment charges, acquisition and integration costs, change in fair value of contingent consideration, foreign currency loss/(gain), net income/(loss) attributable to noncontrolling interests, interest expense, income tax provision, loss on early retirement of debt, gain on sale of businesses, other income/(expense), equity in net (income)/loss of unconsolidated subsidiaries and equity in net (income)/loss of Diamond Green Diesel. Management believes that Segment Adjusted EBITDA is useful in evaluating the segment’s operating performance because the calculation of Segment Adjusted EBITDA generally eliminates non-cash and certain other items for reasons unrelated to overall operating performance and also believes this information is useful to investors.
Adjusted EBITDA (Global Ingredients 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 plus depreciation and amortization, restructuring and asset impairment charges, acquisition and integration costs, change in fair value of contingent consideration, foreign currency loss/(gain), net income/(loss) attributable to non-controlling interests, interest expense, income tax expense, loss on early retirement of debt, gain on sale of businesses, other income/(expense) and equity in net (income)/loss of unconsolidated subsidiaries. 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, non-cash and certain other items that may vary for different companies for reasons unrelated to overall operating performance and also believes this information is useful to investors.
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 4.5% Notes that were outstanding at October 3, 2026. However, the amounts shown above 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 4.5% Notes, as those definitions permit further adjustments to reflect certain other nonrecurring costs, non-cash charges and cash dividends from the DGD Joint Venture.
Pro forma Adjusted EBITDA to Foreign Currency 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. Management believes Pro forma Adjusted EBITDA to Foreign Currency is useful in evaluating the Company’s operating performance on a constant currency basis and also believes this information is useful to investors.
DGD Adjusted EBITDA is not a recognized accounting measure under GAAP; it should not be considered as an alternative to net income/(loss) or equity in net income/(loss) 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 Adjusted EBITDA by taking DGD’s net income/(loss) plus income tax expense/(benefit), interest and debt expense, net, and DGD’s depreciation, amortization and accretion expense less other income. Management believes that DGD Adjusted EBITDA is useful in evaluating the Company’s operating performance because the calculation of DGD Adjusted EBITDA generally eliminates non-cash and certain other items at DGD unrelated to overall operating performance and also believes this information is useful to investors. The Company calculates Darling’s Share of DGD Adjusted EBITDA by taking DGD Adjusted EBITDA, net of discount and broker fees, and then multiplying by 50% to get Darling’s Share of DGD’s Adjusted EBITDA.
Combined 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
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presented here not as an alternative to net income, but rather as a measure of the Company’s operating performance. Combined Adjusted EBITDA consists of Adjusted EBITDA plus DGD Adjusted EBITDA (Darling’s Share). When Combined Adjusted EBITDA is presented by segment, Combined Adjusted EBITDA consists of Segment Adjusted EBITDA plus DGD Adjusted EBITDA (Darling’s Share). Management believes that Combined Adjusted EBITDA is useful in evaluating the Company's operating performance compared to that of other companies in its industry because the calculation of Combined Adjusted EBITDA generally eliminates the effects of financing, income taxes, non-cash and certain other items that may vary for different companies for reasons unrelated to overall operating performance and also believes this information is useful to investors.
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 forward-looking 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. 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.
DGD Adjusted EBITDA per gallon is not a recognized accounting measurement under GAAP; it should not be considered as an alternative to net income/(loss) or equity in net income/(loss) 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. DGD Adjusted EBITDA per gallon is presented here not as an alternative to net income/(loss) or equity in net income/(loss) of Diamond Green Diesel, but rather as a measure of Diamond Green Diesel's operating performance. Since DGD Adjusted EBITDA per gallon (generally, DGD Adjusted EBITDA less Discount and Broker Fees divided by total gallons sold) is not calculated identically by all companies, this presentation may not be comparable to Adjusted EBITDA per gallon presentations disclosed by other companies. Management believes that Adjusted 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 Adjusted 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 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,” “outlook,” “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; reduced demands or prices for biofuels, biogases or renewable electricity; global demands for 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, reduced volume due to government regulations affecting animal production 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, used cooking oil, protein or collagen (including, without limitation, collagen peptides and gelatin) finished product prices; changes to government policies around the world relating to renewable fuels and greenhouse gas (“GHG”) emissions that adversely affect prices, margins or markets (including for the DGD Joint Venture), including programs like renewable fuel standards, low carbon fuel standards, renewable fuel mandates and tax credits for biofuels, or loss or diminishment of tax credits due to failure to satisfy any eligibility requirements, including, without limitation, in relation to the blenders tax credit or the Clean Fuels Production Credit (“CFPC”); climate related adverse results, including with respect to the Company’s climate goals, targets or commitments; possible product recall resulting from developments relating to the discovery of unauthorized adulterations to food or food additives or products which do not meet specifications, contract requirements or regulatory standards; the occurrence of 2009 H1N1 flu (initially known as “Swine
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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 U.S. or elsewhere, such as the outbreak of African Swine Fever in China and elsewhere; the occurrence of pandemics, epidemics or disease outbreaks; 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 and/or a decline in margins on the products produced by the DGD Joint Venture; risks and uncertainties relating to international sales and operations, including imposition of tariffs, quotas, trade barriers and other trade protections by the U.S. or foreign countries; tax changes, such as global minimum tax measures, or issues related to administration, guidance and/or regulations associated with biofuel policies, including CFPC, and risks associated with the qualification and sale of such credits; difficulties or a significant disruption (including, without limitation, due to cyber-attack) in the Company’s information systems, networks or the confidentiality, availability or integrity of our data 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; the potential for future terrorist attacks, responses to terrorist attacks and other acts of war or hostility, including the ongoing conflicts in the Middle East, Africa, North Korea and Ukraine; uncertainty regarding any administration changes in the U.S. or elsewhere around the world, including, without limitation, impacts to trade, tariffs and/or policies impacting the Company (such as biofuel policies and mandates); 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, 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 media 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. 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 January 3, 2026. 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 and Global Affairs
(469) 214-8202; suann.guthrie@darlingii.com
Media: Jillian Fleming
Director, Global Communications
(972) 541-7115; jillian.fleming@darlingii.com
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EX-99.2 — EX 99.2 EARNING SLIDES
EX-99.2
Filename: dar3q2026earnings.htm · Sequence: 3
dar3q2026earnings
FINANCIAL RESULTS Q3 2026 October 28, 2026 Exhibit 99.2
This presentation includes “forward -looking” statements that are subject to risks and uncertainties that could cause actual resu lts 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 p rovisions of the Private Securities Litigation Reform Act of 1995. Words such as “estimate,” “guidance,” “outlook,” “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 fact s included in this presentation are forward -looking statements. Forward - looking statements are based on the Company's current expectations and assumptions regarding its business, the economy and ot her 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 unk nown 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 pu rpo ses; reduced demands or prices for biofuels, biogases or renewable electricity; global demands for grain and oilseed commodities, which have exhibited volatility, and can impact the cost of fe ed 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 margin s in the meat production industry as a result of higher feed costs, reduced consumer demand, reduced volume due to government regulations affecting animal production or other factors, reduced v olume from food service establishments, or otherwise; reduced demand for animal feed; reduced finished product prices, including a decline in fat, used cooking oil, protein or collagen (i ncl uding, without limitation, collagen peptides and gelatin) finished product prices; changes to government policies around the world relating to renewable fuels and greenhouse gas (“GHG”) emissions that ad versely affect prices, margins or markets (including for the DGD Joint Venture), including programs like renewable fuel standards, low carbon fuel standards, renewable fuel mandates and tax credit s f or biofuels, or loss or diminishment of tax credits due to failure to satisfy any eligibility requirements, including, without limitation, in relation to the blenders tax credit or the Clean Fuel s P roduction Credit (“CFPC”); climate related adverse results, including with respect to the Company’s climate goals, targets or commitments; possible product recall resulting from developments relating to the d isc overy of unauthorized adulterations to food or food additives or products which do not meet specifications, contract requirements or regulatory standards; the occurrence of 2009 H1N1 flu (in itially 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”), por cine epidemic diarrhea (“PED”) or other diseases associated with animal origin in the U.S. or elsewhere, such as the outbreak of African Swine Fever in China and elsewhere; the occurrence of pandem ics , epidemics or disease outbreaks; 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, w ithout 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 operat es or its value added products; risks associated with the DGD Joint Venture, including possible unanticipated operating disruptions and/or a decline in margins on the products produced by the DGD Joint Ven ture; risks and uncertainties relating to international sales and operations, including imposition of tariffs, quotas, trade barriers and other trade protections by the U.S. or foreign countr ies ; tax changes, such as global minimum tax measures, or issues related to administration, guidance and/or regulations associated with biofuel policies, including CFPC, and risks associated with the q ual ification and sale of such credits; difficulties or a significant disruption (including, without limitation, due to cyber -attack) in the Company’s information systems, networks or the confidentiality, avai lability or integrity of our data or failure to implement new systems and software successfully; risks relating to possible third -party claims of intellectual property infringement; increased contributi ons 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; the potential for future terrorist attacks, responses to terrorist att acks and other acts of war or hostility, including the ongoing conflicts in the Middle East, Africa, North Korea and Ukraine; uncertainty regarding any administration changes in the U.S. or elsewhere aroun d t he world, including, without limitation, impacts to trade, tariffs and/or policies impacting the Company (such as biofuel policies and mandates); and/or unfavorable export or import markets. These fa cto rs, 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, di stu rbances 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 c red it 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 presentation or negatively impact t he 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 hav e 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 su bject 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 Compa ny, 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 January 3, 2026. 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.
3Q 2026 Highlights Combined Adjusted EBITDA $514.3m Global Ingredients Adjusted EBITDA $310.1m DGD Adjusted EBITDA $204.2m Cash received from DGD (PTC and distributions) $171.0m $420.3m $75.9m Decrease in net debt DAR stock repurchased
Q3 2026 Earnings * Unaudited (1) Includes Darling’s share of DGD Adjusted EBITDA (2) Total debt less cash and cash equivalents (3) Per bank covenant In millions, except per share Q3-2026* Q3-2025* % variance YTD 2026* YTD 2005* % variance Total Net Sales $1,791.1 $1,564.0 14.5% $5,066.0 $4,426.1 14.5% Gross Margin $477.5 $387.0 23.4% $1,385.8 $1,044.3 32.7% Gross Margin % 26.7% 24.7% 8.1% 27.4% 23.6% 16.1% Net Income $267.0 $19.4 1,276.3% $788.6 $5.9 13,266.1% EPS Diluted $1.67 $0.12 1,291.7% $4.91 $0.04 12,175.0% As of As of 10/03/2026* 1/3/2026 Cash and cash equivalents $ 122 $ 89 Revolver availability $ 1,731 $ 1,324 Total debt $ 3,488 $ 3,937 Net debt (2) $ 3,367 $ 3,848 Preliminary leverage ratio (3) 1.7X 2.9X Balance Sheet and Other Financial Data In millions, except ratio data Combined Adjusted EBITDA (in millions) Q3-2026* Q3-2025* % variance YTD 2026* YTD 2025* % variance Feed $247.7 $174.0 42.4% $656.9 $420.5 56.2% Food $73.8 $71.6 3.1% $263.1 $212.5 23.8% Fuel (1) $227.9 $21.6 955.1% $823.0 $107.1 668.4% Corporate ($35.2) ($22.3) (57.8%) ($80.2) ($49.9) 60.7% Total combined adjusted EBITDA $514.3 $244.9 110.0% $1,662.8 $690.2 140.9%
Combined Adjusted EBITDA (in millions, unaudited) 5 $165.0 $197.0 $197.6 $230.3 $189.7 $205.9 $247.8 $278.2 $255.6 $352.5 $310.1 $115.1 $76.6 $39.1 $59.2 $6.0 $42.6 $(2.9) $57.9 $151.2 $389.2 $204.2 -10 90 190 290 390 490 590 690 790 1Q24 2Q24 3Q24 4Q24 1Q25 2Q25 3Q25 4Q25 1Q26 2Q26 3Q26 Combined Adjusted EBITDA Global Ingredients DGD $249.5 45.1% 13.4% 41.5% Q3 2026 % of Total Combined Adjusted EBITDA by Segment Feed Food Fuel $280.1 $273.6 $236.7 $289.5 $195.8 $244.9 $336.1 $406.8 $741.7 $514.3
Feed Segment • Global fats prices slightly retreated during the quarter due to tariffs and industry biofuels downtime • Protein demand and pricing remained strong • Results impacted by related -party deferred profit accounting treatment from sales to DGD, expected to reverse in Q4 • Entering Q4 with solid momentum and continued strong demand across fats and proteins • Completed sale of majority of non -core grease trap environmental services business ~$90 million *Unaudited US$ (in thousands) Q3 2026* Q3 2025* YTD 2026* YTD 2025* Total Net sales $ 1,206,702 $ 1,029,115 $ 3,341,530 $ 2,861,930 Cost of sales and operating expenses 872,753 779,306 2,438,620 2,215,402 Gross margin 333,949 249,809 902,910 646,528 Loss/(gain) on sale of assets 287 (125) 379 1,075 Selling, general and administrative expenses 85,953 75,938 245,594 224,973 Change in fair value of contingent consideration 995 — 995 18,024 Depreciation and amortization 95,875 83,590 276,608 251,139 Segment operating income $ 150,839 $ 90,406 $ 379,334 $ 151,317 Equity in net income of other unconsolidated subsidiaries 2,377 3,277 7,177 8,431 Segment income $ 153,216 $ 93,683 $ 386,511 $ 159,748 Segment adjusted EBITDA $ 247,709 $ 173,996 $ 656,937 $ 420,480 Combined segment adjusted EBITDA (Non-GAAP) $ 247,709 $ 173,996 $ 656,937 $ 420,480 Raw material processed (mmts) 3.2 3.2 9.4 9.3
Feed Segment Reconciliation of Net Income/(Loss) to (Non -GAAP) Segment Adjusted EBITDA *Unaudited ** When presented by Segment, no adjustments are necessary to reconcile Segment Income to Net Income/(Loss) for the Feed Segment. US $ (in thousands) Q3 2026* Q3 2025* YTD 2026* YTD 2025* Segment income** 153,216$ 93,683$ 386,511$ 159,748$ Change in fair value of contingent consideration 995 — 995 18,024 Depreciation and amortization 95,875 83,590 276,608 251,139 Equity in net income of other unconsolidated subsidiaries (2,377) (3,277) (7,177) (8,431) Segment Adjusted EBITDA (Non-GAAP) $ 247,709 $ 173,996 $ 656,937 $ 420,480
Food Segment *Unaudited • U.S. tariffs on Brazilian collagen/gelatin impacted South American sales and volumes • Strong sales in China, growth in collagen demand • Nextida GC momentum continues to grow • Expanded Nextida portfolio with launch of NxCogni , targeted collagen supporting clarity and cognitive resilience • Proposed joint venture with Tessenderlo continues to progress through regulatory process US$ (in thousands) Q3 2026* Q3 2025* YTD 2026* YTD 2025* Total Net sales $ 415,798 $ 380,574 $ 1,229,545 $ 1,115,956 Cost of sales and operating expenses 305,541 275,751 853,713 804,765 Gross margin 110,257 104,823 375,832 311,191 Loss/(gain) on sale of assets 317 (65) 793 (34) Selling, general and administrative expenses 36,126 33,250 111,967 98,709 Restructuring and asset impairment charges — — 4,297 — Depreciation and amortization 29,018 29,839 88,234 86,792 Segment operating income $ 44,796 $ 41,799 $ 170,541 $ 125,724 Segment income $ 44,796 $ 41,799 $ 170,541 $ 125,724 Segment adjusted EBITDA $ 73,814 $ 71,638 $ 263,072 $ 212,516 Combined segment adjusted EBITDA (Non-GAAP) $ 73,814 $ 71,638 $ 263,072 $ 212,516 Raw material processed (mmts) 316,000 314,000 979,000 968,000
Food Segment Reconciliation of Net Income/(Loss) to (Non -GAAP) Segment Adjusted EBITDA *Unaudited ** When presented by Segment, no adjustments are necessary to reconcile Segment Income to Net Income/(Loss) for the Food Segm ent . US $ (in thousands) Q3 2026* Q3 2025* YTD 2026* YTD 2025* Segment income** 44,796$ 41,799$ 170,541$ 125,724$ Restructuring and asset impairment charges —$ —$ 4,297$ —$ Depreciation and amortization 29,018 29,839 88,234 86,792 Segment Adjusted EBITDA (Non-GAAP) $ 73,814 $ 71,638 $ 263,072 $ 212,516
Fuel Segment *Unaudited • Earning power substantially improved year -over- year due to robust RVO, margins expected to remain strong Q4 and 2027 • $171.0 million cash distributions from DGD – $33.4 million in dividends – $137.6 million from Production Tax Credit Sales • Q3 2026 production ~315 million gallons • Strong performance impacted by timing of SAF shipment, short -term hydrogen outage, feedstock lag, heating oil volatility, expected to reverse in Q4 • Q4 estimated production ~325 million gallons • Strong operational performance and improving market conditions support a favorable Q4 outlook US$ (in thousands) Q3 2026* Q3 2025* YTD 2026* YTD 2025* Total Net sales $ 168,616 $ 154,277 $ 494,940 $ 448,192 Cost of sales and operating expenses 135,278 121,900 387,844 361,634 Gross margin 33,338 32,377 107,096 86,558 Gain on sale of assets (32) (185) (513) (402) Selling, general and administrative expenses 9,628 8,077 29,154 25,645 Depreciation and amortization 9,046 9,129 27,207 26,481 Equity in net income/(loss) of Diamond Green Diesel 165,636 (45,844) 623,029 (70,367) Segment operating income/(loss) $ 180,332 $ (30,488) $ 674,277 $ (35,533) Segment income/(loss) $ 180,332 $ (30,488) $ 674,277 $ (35,533) Segment adjusted EBITDA $ 23,742 $ 24,485 $ 78,455 $ 61,315 DGD adjusted EBITDA (Darling's Share) (Non-GAAP) 204,205 (2,884) 744,579 45,799 Combined segment adjusted EBITDA (Non-GAAP) $ 227,947 $ 21,601 $ 823,034 $ 107,114 Raw material processed (mmts) 371,000 351,000 1,109,000 1,060,000
Fuel Segment *Unaudited ** When presented by Segment, no adjustments are necessary to reconcile Segment Income/(Loss) to Net Income/(Loss) for the Fuel Segment. Reconciliation of Net Income/(Loss) to (Non -GAAP) Segment Adjusted EBITDA Reconciliation of DGD Net Income/(Loss) to (Non -GAAP) DGD Adjusted EBITDA US $ (in thousands) Q3 2026* Q3 2025* YTD 2026* YTD 2025* Segment income/(loss)** 180,332$ (30,488)$ 674,277$ (35,533)$ Depreciation and amortization 9,046 9,129 27,207 26,481 Equity in net (income)/loss of Diamond Green Diesel (165,636) 45,844 (623,029) 70,367 Segment Adjusted EBITDA (Non-GAAP) $ 23,742 $ 24,485 $ 78,455 $ 61,315 US $ (in thousands) Q3 2026* Q3 2025* YTD 2026* YTD 2025* Net income/(loss) 340,936$ $ (80,561) $ 1,269,944 $ (123,535) Income tax expense (862) 221 (534) 1,365 Interest and debt expense, net 10,593 11,922 32,488 34,072 Other income (2,881) (1,621) (8,092) (7,504) Operating income/(loss) 347,786 (70,039) 1,293,806 (95,602) Depreciation, amortization and accretion expense 70,289 75,398 219,237 204,399 DGD Adjusted EBITDA (Non-GAAP) 418,075 5,359 1,513,043 108,797 Less: Discount and Broker Fees (9,666) (11,126) (23,886) (17,199) DGD Adjusted EBITDA (Non-GAAP) after Discount and Broker Fees 408,409$ $ (5,767) $ 1,489,157 $ 91,598 Darling's Share 50% 50 % 50 % 50 % 50 % DGD Adjusted EBITDA (Darling's Share) (Non-GAAP) $ 204,205 $ (2,884) $ 744,579 $ 45,799
Fuel Segment Diamond Green Diesel (unaudited) US $ and gallons (in millions) Q3 2026 Q3 2025 YTD 2026 YTD 2025 Pro forma Adjusted EBITDA (Darling’s share) $204.2 ($2.9) $744.6 $45.8 Total gallons produced 315.3 231.5 926.9 713.7 Total gallons sold/shipped 314.9 250.0 936.1 717.7 EBITDA per gallon sold/shipped $1.30 ($0.02) $1.59 $0.13 $0.00 $0.50 $1.00 $1.50 $2.00 $2.50 $3.00 $3.50 $4.00 $0.00 $0.10 $0.20 $0.30 $0.40 $0.50 $0.60 $0.70 Quarterly Avg. Prices D4 RINs (1.7 Multiple) & Yellow Grease - IL D4 RINs (x 1.7) (Right Axis) Yellow Grease - Illinois (Left Axis) $/lb
Appendix
14 • INC • (Implied Net Cash) Allocated based on book value (PP&E + Intangibles + Goodwill) + Average Working Capital Usage = Does not include growth CAPEX Metric providing an estimated comparable net cash result Metric confirming pricing discipline & competitiveness I-RORV (Implied Return on Replacement Value) Debt Cost Implied Net Cash (INC) ADJ. EBITDA Maintenance Capital - - = Gross Asset Value or regional value per pound of innage capacity, whichever is more reasonable Implied Net Cash (INC) I-RORV Replacement Value / Operating metrics centered on cash & returns
Multiple Levers to Enhance Feed Segment Profitability 15 • Rendering & UCO processing ~95% of Feed Segment ADJ. EBITDA • @ current I -RORV, still room to increase margins from current levels as many regions are at capacity • PPI industrial construction up 67% from 2019-2026: old contracts repricing to account for COVID inflation • I-RORV improvement focus ➢ Operational Efficiency ➢ Commercial Optimization ➢ Market Conditions ➢ Price Risk Management ➢ Contract Management @Current I-RORV% 1% 2% 3% Implied Return on Replacement Value (I -RORV) + + + ADJ. EBITDA INC $150 – 300 million potential improvement in ADJ. EBITDA & INC
16 65% 52% 35% 35% 48% 50% 15% 2020 2025 2030 ADJ. EBITDA Mix Gelatin Collagen Targeted Ingredients 80% 70% 64% 20% 30% 33% 3% 0% 20% 40% 60% 80% 100% 2020 2025 2030 Volume Mix Collagen/gelatin represents ~80% of Food Segment ADJ. EBITDA %’s reflected are approximate splits: 2020 & 2025 based on actual results and 2030 is estimated Food Segment Evolution Drives Higher Earnings Quality
17 Consistent Cash Generation Across Market Cycles ADJ. EBITDA Darling Non -DGD $900 $1050 $1200 DGD DAR 50% $200 $550 $900 TOTAL DARLING ADJ. EBITDA $1,100 $1,600 $2,100 CAPEX & EXPENSES CAPEX ($400) ($400) ($400) Interest + Taxes + Other ($300) ($325) ($350) TOTAL CAPEX & EXPENSES ($700) ($725) ($750) DAR CASH AVAILABLE $400 $875 $1,350 Down -Cycle Mid -Cycle Up -CycleMillions USDs Market Scenarios • DGD $1.50 ADJ. EBITDA/gal • Tight global oilseed crops; vegoil & protein production; fat >$0.70/lb. • Limited tariff environment • DGD $0.92 ADJ. EBITDA/gal* • Balanced global oilseed crops; vegoil & protein production; fat $0.50 - $0.70/lb. • Limited tariff environment • Similar to Q1 2026 run -rate • DGD $0.33 ADJ. EBITDA/gal • Large global oilseed crops; vegoil & protein production; fat <$0.50/lb. • High tariff environment; limited international trade Down -Cycle Mid -Cycle Up -Cycle *$0.92 per gallon is not an estimate of future margins; rather it is an approximate average DGD EBITDA per gallon from 2021 -2025
2026 – 2027 RVO is driving increased demand Darling Ingredients Takeaways • We believe the RVO is working as intended – increasing domestic feedstock demand and increasing domestic renewable fuel production • September RIN generation illustrated the industry’s ability to increase production in an improved margin environment • While margins have improved, we believe RINs need to remain supportive to continue to incentivize production and fulfill the RVO • We expect imported volumes to increase as supply chain takes longer to arrive • We believe that through continued production increases, imports, SREs and normal historical deficit carryforwards, the current RVO appears appropriately sized Sources • 2025 – September 2026 U.S. Production and imports based on EPA actuals • Supply from September 2026-2027 assumes September 2026 EPA actuals held constant through 2027 • SRE reallocation reference is one of EPA’s proposals, pending finalization • Bloomberg Intelligence
$0.00 $0.50 $1.00 $1.50 $2.00 $2.50 $3.00 2022 2023 2024 2025 2026 Biofuel RIN Values ($/RIN) Source: Argus D4 - Biomass-based diesel D6 - Ethanol $0 $50 $100 $150 $200 Monthly Average LCFS Carbon Credit Price (USD/MT) California LCFS and RIN Value History 19
Feed Segment Historical (unaudited) US$ (in millions) Q1-2025 Q2-2025 Q3-2025 Q4-2025 Total 2025 Q1-2026 Q2-2026 Q3-2026 Total Net Sales $ 896.3 $ 936.5 $ 1,029.1 $ 1,128.2 $ 3,990.1 $ 985.3 $ 1,149.5 $1,206.7 Gross Margin 182.3 214.5 249.8 277.3 923.8 249.0 320.0 333.9 Gross Margin % 20.3% 22.9% 24.3% 24.6% 23.2% 25.3% 27.8% 27.7% Loss (Gain) on sale of assets 0.1 1.1 (0.1) (0.2) 0.9 0.3 (0.2) 0.3 SG&A 71.6 77.5 75.9 84.1 309.1 79.9 79.7 86.0 SG&A Margin % 8.0% 8.3% 7.4% 7.5% 7.7% 8.1% 6.9% 7.1% Operating Income 21.0 39.9 90.4 63.9 215.2 77.8 150.7 150.8 Segment Adjusted EBITDA $ 110.6 $ 135.9 $ 174.0 $ 193.4 $ 613.9 $ 168.7 $ 240.5 $ 247.7 Raw Material Processed (mmts) 3.1 3.1 3.2 3.4 12.7 3.1 3.1 3.2
Feed Segment Sales (unaudited) US $ (in millions) Fats Proteins Other Total Rendering Used Cooking Oils Bakery Other Total Net sales three months ended September 27, 2025 428.5 338.8 76.9 844.2 125.8 46.9 12.2 1,029.1 Increase/(decrease) in sales volumes 3.6 20.2 - 23.8 17.7 (4.7) - 36.8 Increase/(decrease) in finished goods prices 110.2 55.0 - 165.2 (16.8) 6.1 - 154.5 Decrease in currency exchange rates (2.5) (2.8) (0.6) (5.9) (0.1) - (0.1) (6.1) Other change* - - 0.8 0.8 - - (8.4) (7.6) Total change 111.3 72.4 0.2 183.9 0.8 1.4 (8.5) 177.6 Net sales three months ended October 3, 2026 539.8 411.2 77.1 1,028.1 126.6 48.3 3.7 1,206.7 US $ (in millions) Fats Proteins Other Total Rendering Used Cooking Oils Bakery Other Total Net sales nine months ended September 27, 2025 1,160.0 1,017.0 209.9 2,386.9 290.0 149.1 35.9 2,861.9 Increase/(decrease) in sales volumes (15.0) 48.8 - 33.8 38.4 (15.8) - 56.4 Increase in finished goods prices 264.4 69.4 - 333.8 71.2 3.4 - 408.4 Increase/(decrease) in currency exchange rates 8.6 12.9 - 21.5 0.4 - (0.1) 21.8 Other change* - - 2.4 2.4 - - (9.4) (7.0) Total change 258.0 131.1 2.4 391.5 110.0 (12.4) (9.5) 479.6 Net sales nine months ended October 3, 2026 1,418.0 1,148.1 212.3 2,778.4 400.0 136.7 26.4 3,341.5 *decrease due to sale of trap business
Food Segment Historical (unaudited) US$ (in millions) Q1-2025 Q2-2025 Q3-2025 Q4-2025 Total 2025 Q1-2026 Q2-2026 Q3-2026 Total Net Sales $ 349.2 $ 386.1 $ 380.6 $ 429.1 $ 1,545.0 $ 405.2 $ 408.5 $ 415.8 Gross Margin 102.5 103.9 104.8 116.9 428.1 117.3 148.3 110.3 Gross Margin % 29.3% 26.9% 27.5% 27.2% 27.7% 28.9% 36.3% 26.5% Loss (gain) on sale of assets 0.1 0.0 0.0 (0.7) (0.7) 0.1 0.4 0.3 SG&A 29.6 34 33.3 35.1 133.8 36.4 39.4 36.1 SG&A Margin % 8.5% 8.8% 8.7% 8.2% 8.7% 9.0% 9.6% 8.7% Operating Income 41.4 42.6 41.8 26.1 151.8 50.8 74.9 44.8 Segment Adjusted EBITDA 70.9 69.9 71.6 82.4 294.9 80.8 108.5 73.8 Raw Material Processed (mmts) 0.33 0.32 0.31 0.35 1.32 0.33 0.33 0.32
Fuel Segment Historical (unaudited) US$ (in millions) Q1-2025 Q2-2025 Q3-2025 Q4-2025 Total 2025 Q1-2026 Q2-2026 Q3-2026 Total Net Sales $ 135.1 $ 158.8 $ 154.2 $ 152.6 $ 600.8 $ 160.3 $ 166.1 $ 168.6 Gross Margin 26.6 27.6 32.3 35.0 121.6 38.7 35.1 33.3 Gross Margin % 19.7% 17.3% 20.9% 22.9% 20.2% 24.1% 21.1% 19.8% Gain on sale of assets (0.1) (0.1) (0.2) (0.1) (0.5) (0.2) (0.3) (0.0) SG&A 8.5 9.0 8.1 8.0 33.6 10.1 9.4 9.6 Depreciation and amortization 8.6 8.8 9.1 9.9 36.4 8.9 9.2 9.0 Equity in net income/(loss) of DGD (30.5) 6.0 (45.8) 21.6 (48.8) 107.4 350.0 165.6 Operating Income/(Loss) (20.9) 15.9 (30.5) 38.9 3.4 127.2 366.8 180.3 Segment adjusted EBITDA 18.2 18.6 24.5 27.2 88.5 28.7 26.0 23.7 DGD adjusted EBITDA (Darling's Share) 6.0 42.6 (2.9) 57.9 103.7 151.2 389.2 204.2 Combined adjusted EBITDA (1) $ 24.2 $ 61.3 $ 21.6 $ 85.1 $ 192.2 $ 179.9 $ 415.2 $ 227.9 Raw Material Processed (mmts) (2) 0.37 0.34 0.35 0.39 1.5 0.37 0.38 0.37 (1) Includes Fuel Segment base EBITDA and Darling's share of DGD EBITDA. (2) Excludes feed stock (raw material) processed at the DGD joint venture.
2026 Finished Product Pricing Feed Segment Ingredients January February March Q1 Avg. April May June Q2 Avg. July August Sept. Q3 Avg. Oct. Nov. Dec. Q4 Avg. Year Avg. Yellow Grease - Illinois / cwt $34.00 $35.58 $40.30 $36.63 $48.00 $50.50 $53.74 $50.75 $51.00 $50.76 $48.67 $50.14 Used Cooking Oil (UCO) - Illinois / cwt $40.50 $43.71 $47.66 $43.96 $56.98 $69.05 $71.52 $65.84 $66.07 $66.00 $66.00 $66.03 Bleachable Fancy Tallow - Chicago Renderer / cwt $55.30 $57.22 $66.07 $59.53 $80.62 $89.70 $89.23 $86.51 $76.32 $75.48 $76.31 $76.05 Meat and Bone Meal - Ruminant - IL/ ton $284.50 $286.84 $292.73 $288.02 $306.19 $317.50 $322.86 $315.52 $389.09 $438.10 $483.93 $437.04 Poultry By-Product Meal - Feed Grade - Mid South/ton $352.50 $352.50 $378.52 $361.17 $398.81 $405.00 $467.14 $423.65 $475.00 $479.17 $524.88 $493.03 Poultry By-Product Meal - Pet Food - Mid South/ton $552.50 $561.05 $652.84 $588.80 $728.57 $782.50 $798.21 $769.76 $817.61 $851.79 $942.26 $870.56 2026 Vegetable Oils Pricing Competing Ingredient for Feed Segment fats & biofuel feedstock January February March Q1 Avg. April May June Q2 Avg. July August Sept. Q3 Avg. Oct. Nov. Dec. Q4 Avg. Year Avg. Soybean Oil (crude/de-gummed) - Central Illinois / cwt $49.40 $55.83 $66.08 $57.10 $72.57 $78.99 $77.05 $76.20 $74.03 $71.51 $70.63 $72.05 Soybean Oil (RBD) - Central Illinois / cwt $52.88 $59.42 $69.95 $60.75 $76.91 $83.16 $81.16 $80.41 $77.17 $75.10 $74.01 $75.44 Distiller's Corn Oil - IL/WI cwt $54.01 $59.41 $70.86 $61.43 $78.04 $85.43 $83.73 $82.39 $76.09 $74.98 $73.82 $74.97 2026 Cash Corn Pricing Competing Ingredient for Bakery Feeds and Fats January February March Q1 Avg. April May June Q2 Avg. July August Sept. Q3 Avg. Oct. Nov. Dec. Q4 Avg. Year Avg. Corn - Track Central IL #2 Yellow / bushel $4.11 $4.15 $4.39 $4.22 $4.33 $4.36 $3.96 $4.22 $4.32 $4.59 $4.88 $4.58 2026 European Benchmark Pricing Palm Oil - Competing ingredient for edible fats in Food Segment Soy meal - Competing ingredient for protein meals in Feed Segment January February March Q1 Avg. April May June Q2 Avg. July August Sept. Q3 Avg. Oct. Nov. Dec. Q4 Avg. Year Avg. Palm oil - CIF Rotterdam / metric ton $1,288 $1,353 $1,463 $1,368 $1,551 $1,448 $1,572 $1,524 $1,599 $1,614 $1,555 $1,589 Soy meal - CIF Rotterdam / metric ton $375 $388 $407 $390 $425 $428 $407 $420 $424 $425 $481 $443 QTR. over QTR. (Sequential) Year over Year (Q3) Comparison Q2-2026 Q3-2026 % Q3-2025 Q3-2026 % Average Jacobsen Prices (USD) Avg. Avg. Change Avg. Avg. Change Yellow Grease - Illinois / cwt $50.75 $50.14 -1.2% $39.91 $50.14 25.6% Used Cooking Oil (UCO) - Illinois / cwt $65.84 $66.03 0.3% $51.14 $66.03 29.1% Bleachable Fancy Tallow - Chicago Renderer / cwt $86.51 $76.05 -12.1% $63.00 $76.05 20.7% Meat and Bone Meal - Ruminant - Illinois / ton $315.52 $437.04 38.5% $298.01 $437.04 46.7% Poultry By-Product Meal - Feed Grade - Mid South / ton $423.65 $493.03 16.4% $303.49 $493.03 62.5% Poultry By-Product Meal - Pet Food - Mid South / ton $769.76 $870.56 13.1% $485.11 $870.56 79.5% Soybean Oil (crude/de-gummed) - Central Illinois / cwt $76.20 $72.05 -5.4% $54.08 $72.05 33.2% Soybean Oil (RBD) - Central Illinois / cwt $80.41 $75.44 -6.2% $56.96 $75.44 32.4% Distiller's Corn Oil - IL/WI per cwt $82.39 $74.97 -9.0% $62.09 $74.97 20.7% Average Wall Street Journal Prices (USD) Corn - Track Central IL #2 Yellow / bushel $4.22 $4.58 8.5% $3.82 $4.58 19.9% Average Thomson Reuters Prices (USD) Palm oil - CIF Rotterdam / metric ton $1,524 $1,589 4.3% $1,315 $1,589 20.8% Soy meal - CIF Rotterdam / metric ton $420 $443 5.5% $344 $443 28.8% 2026 Average Jacobsen Prices (USD) 2026 Average Jacobsen Prices (USD) 2026 Average Wall Street Journal Prices (USD) 2026 Average Thomson Reuters Prices (USD) 24 Historical Pricing
Reconciliation of Net Income/(Loss) to (Non -GAAP) Adjusted EBITDA to (Non -GAAP) Pro Forma Adjusted EBITDA to Foreign Currency and to (Non -GAAP) Combined Adjusted EBITDA For the Three and Nine Months Ended October 3, 2026 and September 27, 2025 (in thousands, unaudited) (1) The average rates for the three months ended October 3, 2026 were €1.00:$1.15 R$1.00:$0.19 and C$1.00:$0.71 as compared to th e a verage rates for the three months ended September 27, 2025 of €1.00:$1.17, R$1.00:$0.18 and C$1.00:$0.73, respectively. (2) The average rates for the nine months ended October 3, 2026 were €1.00:$1.16, R$1.00:$0.19 and C$1.00:$0.72 as compared to th e a verage rates for the nine months ended September 27, 2025 of €1.00:$1.12, R$1.00:$0.18 and C$1.00:$0.71, respectively. Adjusted EBITDA October 3, September 27, October 3, September 27, (U.S. dollars in thousands) 2026 2025 2026 2025 Net income attributable to Darling 266,986 19,363 788,611 5,864 Depreciation and amortization 135,667 124,064 396,756 368,961 Interest expense 51,460 56,925 161,103 166,765 Income tax expense/(benefit) 76,810 (1,248) 226,074 1,663 Restructuring and asset impairment charges — — 4,297 — Acquisition and integration costs 5,782 6,156 23,970 11,073 Change in fair value of contingent consideration 995 — 995 18,024 Foreign currency gain (462) (1,067) (3,813) (1,018) Other expense, net 3,000 1,024 7,928 4,217 Loss on early retirement of debt — — — 2,978 Gain on sale of businesses (63,473) (1,686) (63,473) (1,686) Equity in net (income)/loss of Diamond Green Diesel (165,636) 45,844 (623,029) 70,367 Equity in net income of other unconsolidated subsidiaries (2,377) (3,277) (7,177) (8,431) Net income attributable to noncontrolling interests 1,327 1,692 6,027 5,642 Adjusted EBITDA (Non-GAAP) $ 310,079 $ 247,790 $ 918,269 $ 644,419 Foreign currency exchange impact 2,857 (1) — (15,621) (2) — Pro forma Adjusted EBITDA to Foreign Currency (Non-GAAP) $ 312,936 $ 247,790 $ 902,648 $ 644,419 DGD Joint Venture Adjusted EBITDA (Darling's share) (Non-GAAP) $ 204,205 $ (2,884) $ 744,579 $ 45,799 Combined Adjusted EBITDA (Non-GAAP) $ 514,284 $ 244,907 $ 1,662,848 $ 690,218 Three Months Ended Nine Months Ended
Segment Adjusted EBITDA is not a recognized accounting measurement under GAAP; it should not be considered as an alternative to net income/(loss), 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 (loss), but rather as a measur e o f the segment’s operating performance. Segment Adjusted EBITDA consists of net income/(loss) plus depreciation and amortization, restructuring and asset impairment charges, acquisition and integration cos ts, change in fair value of contingent consideration, foreign currency loss/(gain), net income/(loss) attributable to noncontrolling interests, interest expense, income tax provision, loss on early retirement of d ebt , gain on sale of businesses, other income/(expense), equity in net (income)/loss of unconsolidated subsidiaries and equity in net (income)/loss of Diamond Green Diesel. Management believes that Segment Adjuste d E BITDA is useful in evaluating the segment’s operating performance because the calculation of Segment Adjusted EBITDA generally eliminates non -cash and certain other items for reasons unrelated to overal l operating performance and also believes this information is useful to investors. Adjusted EBITDA (Global Ingredients Adjusted EBITDA) is not a recognized accounting measurement under GAAP; it should not be considered as an alternative to net income, as a meas ure 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 ra the r 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 prese nta tion 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 i nco me/(loss) plus depreciation and amortization, restructuring and asset impairment charges, acquisition and integration costs, change in fair value of contingent consideration, foreign currency loss/(gain), n et income/(loss) attributable to non -controlling interests, interest expense, income tax expense, loss on early retirement of debt, gain on sale of businesses, other income/(expense) and equity in net (income)/los s o f unconsolidated subsidiaries. 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 Ad justed EBITDA generally eliminates the effects of financing, income taxes, non - cash and certain other items that may vary for different companies for reasons unrelated to overall operating performance and al so believes this information is useful to investors. The Company’s management uses Adjusted EBITDA as a measure to evaluate performance and for other discretionary purposes. In a ddi tion 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% Not es and 4.5% Notes that were outstanding at October 3, 2026. However, the amounts shown above for Adjusted EBITDA differ from the amounts calculated under similarly titled definitions in the Company’ s S enior Secured Credit Facilities, 6% Notes, 5.25% Notes and 4.5% Notes, as those definitions permit further adjustments to reflect certain other nonrecurring costs, non -cash charges and cash dividends from the DGD Joint Venture. Pro forma Adjusted EBITDA to Foreign Currency is not a recognized accounting measurement under GAAP; it should not be conside red 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 me asure of the Company's operating performance. Management believes Pro forma Adjusted EBITDA to Foreign Currency is useful in evaluating the Company’s operating performance on a constant currency basis and also believes this information is useful to investors. DGD Adjusted EBITDA is not a recognized accounting measure under GAAP; it should not be considered as an alternative to net i nco me/(loss) or equity in net income/(loss) 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 ac cordance with GAAP. The Company calculates DGD Adjusted EBITDA by taking DGD’s net income/(loss) plus income tax expense/(benefit), interest and debt expense, net, and DGD’s depreciation, amortization and ac cretion expense less other income. Management believes that DGD Adjusted EBITDA is useful in evaluating the Company’s operating performance because the calculation of DGD Adjusted EBITDA generally e liminates non -cash and certain other items at DGD unrelated to overall operating performance and also believes this information is useful to investors. The Company calculates Darling’s Share of DGD Adjusted EBITDA by taking DGD Adjusted EBITDA, net of discount and broker fees, and then multiplying by 50% to get Darling’s Share of DGD’s Adjusted EBITDA. Non -U.S. GAAP Measures
Combined Adjusted EBITDA is not a recognized accounting measurement under GAAP; it should not be considered as an alternative to net income, as a meas ure 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 Com pan y’s operating performance. Combined Adjusted EBITDA consists of Adjusted EBITDA plus DGD Adjusted EBITDA (Darling’s Share). When Combined Adjusted EBITDA is presented by segment, Combined Adjusted EBITDA con sists of Segment Adjusted EBITDA plus DGD Adjusted EBITDA (Darling’s Share). Management believes that Combined Adjusted EBITDA is useful in evaluating the Company's operating performance compar ed to that of other companies in its industry because the calculation of Combined Adjusted EBITDA generally eliminates the effects of financing, income taxes, non -cash and certain other items that may vary for different companies for reasons unrelated to overall operating performance and also believes this information is useful to investors. Information reconciling forward -looking Combined Adjusted EBITDA to net income is unavailable to the Company without unreasonabl e effort. The Company is not able to provide reconciliations of forward - looking Adjusted EBITDA to net income because certain items required for such reconciliations are outside of the Company’s co ntrol 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 an d the provision for income taxes. Preparation of such reconciliations for Darling Ingredients Inc. would require a forward -looking balance sheet, statement of operations and statement of cash flows, pre pared 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 Combin ed Adjusted EBITDA outlook that it believes will be achieved; however, it cannot accurately predict all the components of the Combined Adjusted EBITDA calculation. DGD Adjusted EBITDA per gallon is not a recognized accounting measurement under GAAP; it should not be considered as an alternative to net income/(loss) or equ ity in net income/(loss) 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. DGD Adjusted EBITDA per gallon is presented here not as an alternative to net income/(loss) or equity in net income/(loss) of Diamond Green Diesel, but rather as a measu re of Diamond Green Diesel's operating performance. Since DGD Adjusted EBITDA per gallon (generally, DGD Adjusted EBITDA less Discount and Broker Fees divided by total gallons sold) is not calculated identic all y by all companies, this presentation may not be comparable to Adjusted EBITDA per gallon presentations disclosed by other companies. Management believes that Adjusted EBITDA per gallon is useful in evaluatin g D iamond Green Diesel's operating performance compared to that of other companies in its industry because the calculation of Adjusted 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. Non -U.S. GAAP Measures
FINANCIAL RESULTS Q3 2026 October 28, 2026
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