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Form 8-K DARLING INGREDIENTS INC. For: Aug 11

August 11, 2016 4:40 PM


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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)
August 11, 2016

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.)

251 O’CONNOR RIDGE BLVD., SUITE 300, 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))



1



Item 2.02.
Results of Operations and Financial Condition.

On August 11, 2016, Darling Ingredients Inc. (the “Company”) issued a press release announcing financial results for the quarter ended July 2, 2016. A copy of this press release is attached hereto as Exhibit 99.1.

The Company will hold a conference call and webcast on Friday, August 12, 2016 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 attached hereto as Exhibit 99.2.

The Company is making reference to non-GAAP financial measures in both the press release and the conference call. A reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures is contained in the attached press release.

The information in this Item 2.02, including the exhibits attached 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 August 11, 2016 (furnished pursuant to Item 2.02).
99.2

 
Slide Presentation for August 12, 2016 Earnings Call (furnished pursuant to Item 2.02).


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:  August 11, 2016 
By:
/s/ John F. Sterling
 
 
 
John F. Sterling
 
 
 
Executive Vice President,
General Counsel
 



3



EXHIBIT LIST

99.1

 
Press Release dated August 11, 2016 (furnished pursuant to Item 2.02).
99.2

 
Slide Presentation for August 12, 2016 Earnings Call (furnished pursuant to Item 2.02).


4


EXHIBIT 99.1

News Release
    
                                                                                                                                                 

DARLING INGREDIENTS INC. REPORTS SECOND QUARTER 2016 FINANCIAL RESULTS:
FEED SEGMENT DRIVES IMPROVEMENT WHILE DGD RECOVERS TO NORMAL
 
2nd Quarter 2016 Highlights

Net income of $32.0 million, or $0.19 per GAAP diluted share
Revenue of $877.3 million
Adjusted EBITDA of $124.0 million, improved sequential EBITDA of 25.3%
North American Feed Segment contributed improved sequential earnings and EBITDA margin expansion
Strong demand for Global Feed and Fuel Ingredients, Consistent performance from Food Segment and DGD normalizes


August 11, 2016 - IRVING, TEXAS - Darling Ingredients Inc. (NYSE: DAR), a global leader in converting edible and inedible bio-nutrient streams into a wide range of ingredients and specialty products for customers in the pharmaceutical, food, pet food, feed, industrial, fuel, bioenergy, and fertilizer industries, today announced financial results for the second quarter ending July 2, 2016.

For the second quarter of 2016, the Company reported net sales of $877.3 million, as compared with net sales of $859.3 million for the second quarter of 2015. The increased revenue was attributable to higher finished product pricing for global fats in the Feed Ingredients segment, as well as continued strength in global raw material volumes.

Net income attributable to Darling for the three months ended July 2, 2016, was $32.0 million, or $0.19 per diluted share, compared to a net income of $3.1 million, or $0.02 per diluted share, for the second quarter of 2015. Adjusted EBITDA for Darling for the three months ended July 2, 2016 was $124.0 million compared to Adjusted EBITDA of $105.5 million for the three months ended July 4, 2015. Higher earnings were driven by improved margins in the non-formula portion of the Feed Ingredients segment, increased earnings from biofuels and fuel ingredients in the Fuel segment and lower selling, general and administrative expenses globally.

Comments on the Second Quarter of 2016
    
Randall C. Stuewe, Darlings Ingredients Inc. Chairman and Chief Executive Officer, said of the Company’s quarterly performance, “The results show how we can capture notable gains when market conditions improve. Our business model continues to work and our team did a nice job of executing in highly volatile markets.”

“Our Feed Ingredients segment led the way this quarter, capturing margin as prices improved for global fats and proteins from the first quarter. In the Food segment, we delivered a consistent performance, although softness impacted China. Our Fuel segment saw solid results, with Canadian biodiesel leading the way. In addition, Diamond Green Diesel saw earnings recover, with EBITDA doubling from the previous quarter.”

Commenting on the Company’s overall strategy, Mr. Stuewe said, “We’ve lowered our cost structure, continued to pay down debt and created a robust global business model that is diversified and increasingly focused on premium, value-add products. In the second quarter, the optionality within several of our businesses enabled us to take full advantage of a stronger market.”


 




News Release
August 11, 2016
Page 2
 
 
 
 
 
Operational Update by Segment

Feed Ingredients - Global Protein and fat prices sharply rallied early in Q2 in concert with the global soy complex before softening late in the quarter. Feed demand for both protein and fats remained strong while pricing of fat destined for biofuels continued to improve. Global rendering saw strong raw material volumes and continued growth in poultry inputs. Bakery Feeds, USA restaurant services, and our global blood business delivered notable performances.
Food Ingredients - Segment delivered consistent performance with slight contraction due to foreign exchange rates (FX) and softer performance in China. Sonac edible fat margins remained stable but some raw material diversion to China is beginning. CTH casings had strong sales and produced sequential improvement.
Fuel Ingredients - Segment margins were consistent and were driven by a strong performance from Canada Biodiesel. Rendac experienced steady volumes and delivered a solid performance. Ecoson saw improved demand for refined biofuel feedstock.
Diamond Green Diesel Joint Venture - DGD’s performance was driven by strong volumes with the return to full production in Q2 following 18 days of maintenance downtime and a logistics related force majeure in Q1. Escalating fat prices, volatile heating oil prices and a stagnant RIN market were offset by Low Carbon Fuel Standard (LCFS) demand resulting in unconsolidated EBITDA of $18.3 million for Darling. The joint venture received a $156 million tax credit during the quarter and distributed a dividend of $25 million to each partner in April. The DGD facility expansion’s final engineering phase is progressing, and construction to increase annual production from 160 million gallons to 275 million gallons is expected to be completed in Q4 2017.

Reconciliation of Net Income to (Non-GAAP) Adjusted EBITDA and (Non-GAAP) Pro forma Adjusted EBITDA Second Quarter 2016 as compared to Second Quarter 2015
Darling Ingredients Inc. reports Adjusted EBITDA results, which is a non-GAAP financial measure, as a complement to results provided in accordance with generally accepted accounting principles (GAAP) for additional information, (see “Use of Non-GAAP Financial Measures” included later in this media release). The Company believes that Adjusted EBITDA provides additional useful information to investors. Adjusted EBITDA, as the Company uses the term, is calculated below:





News Release
August 11, 2016
Page 3
 
 
 
 
 
 
 
Three Months Ended - Year over Year
Adjusted EBITDA
 
July 2,
 
July 4,
(U.S. dollars in thousands)
 
2016
 
2015
 
 
 
 
 
Net income attributable to Darling
 
$
31,999

 
$
3,080

Depreciation and amortization
 
69,531

 
66,245

Interest expense
 
23,980

 
34,285

Income tax expense
 
7,983

 
4,665

Foreign currency gain
 
(8
)
 
(1,622
)
Other expense, net
 
2,373

 
1,199

Equity in net income of unconsolidated subsidiary
 
(13,852
)
 
(4,172
)
Net income attributable to noncontrolling interests
 
1,992

 
1,857

Adjusted EBITDA
 
$
123,998

 
$
105,537

Acquisition and integration-related expenses
 
70

 
1,208

Pro forma Adjusted EBITDA (Non-GAAP)
 
$
124,068

 
$
106,745

Foreign currency exchange impact (1)
 
(743
)
 

Pro forma Adjusted EBITDA to Foreign Currency (Non-GAAP)
 
$
123,325

 
$
106,745

 
 
 
 
 
DGD Joint Venture Adjusted EBITDA (Darling's share)
 
$
18,331

 
$
7,909

 
 
 
 
 
(1) The average rate assumption used in this calculation was the actual fiscal average rate for the three months ended July 4, 2015 of
     €1.00:USD$1.11 and CAD$1.00:USD$0.81 as compared to the average rate for the three months ended July 2, 2016 of
    €1.00:USD$1.13 and CAD$1.00:USD$0.78, respectively.

For the three months ended July 2, 2016, the Company generated Adjusted EBITDA of $124.0 million, as compared to $105.5 million in the same period in fiscal 2015. The increase is attributable to higher raw material volumes and higher finished product prices for fats and used cooking oil in the Feed Ingredients segment that more than offset the lower finished product prices for proteins in the Feed Ingredients segment. Additionally, lower selling, general and administrative expense due to gains in currency hedges primarily in the Food Ingredients segment also contributed.

As a result of the weakening U.S. dollar as compared primarily to the euro, the above Pro forma Adjusted EBITDA to Foreign Currency results for the three months ended July 2, 2016 would have been $123.3 million as compared to $106.7 million for the same period in fiscal 2015, an increase of $16.6 million.

DGD Joint Venture Adjusted EBITDA (Darling’s Share) is not reflected in the Adjusted EBITDA, the Pro forma Adjusted EBITDA, or the Pro forma Adjusted EBITDA to Foreign Currency. See Note 6 in the Company’s Consolidated Financial Statements included in the Company’s Form 10-Q ended July 2, 2016 and at the end of this press release regarding the DGD Joint Venture.






News Release
August 11, 2016
Page 4
 
 
 
 
 
Reconciliation of Net Income to (Non-GAAP) Adjusted EBITDA and (Non-GAAP) Pro forma Adjusted EBITDA Second Quarter 2016 as compared on a sequential basis to First Quarter 2016

 
 
Three Months Ended - Sequential
Adjusted EBITDA
 
July 2,
 
April 2,
(U.S. dollars in thousands)
 
2016
 
2016
 
 
 
 
 
Net income attributable to Darling
 
$
31,999

 
$
1,079

Depreciation and amortization
 
69,531

 
72,256

Interest expense
 
23,980

 
23,901

Income tax expense
 
7,983

 
1,863

Foreign currency loss/(gain)
 
(8
)
 
2,603

Other expense, net
 
2,373

 
1,305

Equity in net income of unconsolidated subsidiary
 
(13,852
)
 
(5,643
)
Net income attributable to noncontrolling interests
 
1,992

 
1,584

Adjusted EBITDA
 
$
123,998

 
$
98,948

Acquisition and integration-related expenses
 
70

 
331

Pro forma Adjusted EBITDA (Non-GAAP)
 
$
124,068

 
$
99,279

Foreign currency exchange impact (1)
 
(2,182
)
 

Pro forma Adjusted EBITDA to Foreign Currency (Non-GAAP)
 
$
121,886

 
$
99,279

 
 
 
 
 
DGD Joint Venture Adjusted EBITDA (Darling's share)
 
$
18,331

 
$
9,629

 
 
 
 
 
(1) The average rate assumption used in this calculation was the actual fiscal average rate for the three months ended April 2, 2016
of €1.00:USD$1.10 and CAD$1.00:USD$0.73 as compared to the average rate for the three months ended July 2, 2016
of €1.00:USD$1.13 and CAD$1.00:USD$0.78, respectively.

On a sequential basis, for the three months ended July 2, 2016, the Company generated Adjusted EBITDA of $124.0 million, as compared to $98.9 million for the three months ended April 2, 2016, an increase of $25.1 million. The increase is primarily attributable to higher finished product prices for fats, used cooking oil and proteins in the Feed Ingredients segment. Additionally, lower selling, general and administrative expense due to gains in currency hedges primarily in the Food Ingredients segment also contributed.

As a result of the weakening U.S. dollar on a sequential quarter basis, the above Pro forma Adjusted EBITDA to Foreign Currency results for the three months ended July 2, 2016 would have been $121.9 million when taking into consideration the impact of the fluctuation in the average foreign currency exchange rates of $2.2 million, as compared to $99.3 million for the three months ended April 2, 2016, an increase of $22.6 million.

DGD Joint Venture Adjusted EBITDA (Darling’s Share) is not reflected in the Adjusted EBITDA, the Pro forma Adjusted EBITDA, or the Pro forma Adjusted EBITDA to Foreign Currency. See Note 6 in the Company’s Form 10-Q ended July 2, 2016 and the DGD Operating Financial Results included at the end of this press release for financial information regarding the DGD Joint Venture.




News Release
August 11, 2016
Page 5
 
 
 
 
 
Financial Update by Segment
Feed Ingredients
Three Months Ended
 
Six Months Ended
($ thousands)
July 2, 2016
July 4, 2015
 
July 2, 2016
July 4, 2015
Net Sales
$
542,955

$
529,429

 
$
1,019,126

$
1,076,927

Depreciation and amortization
42,119

40,485

 
86,496

80,539

Segment operating income
41,372

35,389

 
55,258

70,804

EBITDA*
$
83,491

$
75,874

 
$
141,754

$
151,343

*EBITDA calculated by adding depreciation and amortization to segment operating income.

Feed Ingredients operating income for the three months ended July 2, 2016 was $41.4 million, an increase of $6.0 million as compared to the three months ended July 4, 2015. Earnings for the Feed Ingredients segment were higher due to lower selling, general and administrative expenses, increases in fats and used cooking oil finished product prices and increased production volumes due to higher raw material supply.
Feed Ingredients operating income for the six months ended July 2, 2016 was $55.3 million, a decrease of $15.5 million as compared to the first six months ended July 4, 2015. Earnings for the Feed Ingredients segment were lower due to the significant decline in proteins finished product prices resulting from near record grain production in fiscal year 2015. Higher depreciation and amortization was offset by reduced selling, general and administrative expense. In the U.S., lower earnings were related primarily to lower prices in proteins, particularly in the Company’s non-formula business.

Food Ingredients
Three Months Ended
 
Six Months Ended
($ thousands)
July 2, 2016
July 4, 2015
 
July 2, 2016
July 4, 2015
Net Sales
$
272,120

$
283,354

 
$
520,017

$
553,511

Depreciation and amortization
17,736

16,785

 
34,440

33,982

Segment operating income
19,650

15,512

 
41,530

26,360

EBITDA*
$
37,386

$
32,297

 
$
75,970

$
60,342

*EBITDA calculated by adding depreciation and amortization to segment operating income.

Food Ingredients operating income was $19.7 million for the three months ended July 2, 2016, an increase of $4.2 million as compared to the three months ended July 4, 2015. Selling, general and administrative expense in the Food Ingredients segment was significantly reduced due to gains in currency hedges. The Company’s casing business improved compared to the same period in the prior year, primarily due to the re-opening of the Chinese border which was temporarily closed in 2015 to the import of meat by-products which heavily impacted the segment. European edible fats performance improved over the prior year due to increased sales prices, while the gelatin business earnings were basically flat as compared to the prior year.
Food Ingredients operating income was $41.5 million for the first six months ended July 2, 2016, an increase of $15.1 million as compared to the first six months ended July 4, 2015. The gelatin business earnings improved compared to the prior year primarily due to strong profitability in the Company’s South American, North American and European




News Release
August 11, 2016
Page 6
 
 
 
 
 

operations. European edible fats performance normalized over the prior year due to stable sales prices. The Company’s casing business improved as compared to the same period in the prior year, due primarily to higher sale volumes. Selling, general and administrative expense was reduced by $9.1 million including significant gains in currency hedges.


Fuel Ingredients
Three Months Ended
 
Six Months Ended
($ thousands)
July 2, 2016
July 4, 2015
 
July 2, 2016
July 4, 2015
Net Sales
$
62,266

$
46,532

 
$
117,839

$
103,571

Depreciation and amortization
7,184

6,599

 
14,103

13,230

Segment operating income
6,587

2,038

 
12,709

4,531

EBITDA*
$
13,771

$
8,637

 
$
26,812

$
17,761

*EBITDA calculated by adding depreciation and amortization to segment operating income.

Exclusive of the DGD Joint Venture, Fuel Ingredients operating income for the three months ended July 2, 2016 was $6.6 million, an increase of $4.6 million as compared to the three months ended July 4, 2015. While partially offset by higher selling, general and administrative expense, the increase in earnings is primarily due to the fact that during the three months ended July 2, 2016 the Canadian biodiesel plant was operating for the full period while in the comparable period in 2015 production was severely limited. The increase was also attributable to improved Ecoson and Rendac volumes and operating performance.
Exclusive of the DGD Joint Venture, Fuel Ingredients operating income for the first six months ended July 2, 2016 was $12.7 million, an increase of $8.2 million as compared to the first six months ended July 4, 2015. The increase in earnings is due to improved Ecoson and Rendac volumes and operating performance; improved productivity and margins at the Canadian biodiesel plant and the inclusion of the blenders’ tax credit in 2016 as compared to the same period in fiscal 2015. This increase is partially offset by higher selling, general and administrative expense.

Results of Operations - Six Months Ended July 2, 2016 Compared to Six Months Ended July 4, 2015
Net Income attributable to Darling for the six months ended July 2, 2016, was $33.1 million, or $0.20 per diluted share, as compared to a net income of $3.2 million, or $0.02 per diluted share, in the six months ended July 4, 2015. The increase is primarily attributable to increased margins and production in both the Food and Fuel Ingredients segments, higher raw material volumes in the Feed Ingredients segment and lower selling, general and administrative expense.






News Release
August 11, 2016
Page 7
 
 
 
 
 
Reconciliation of Net Income to (Non-GAAP) Adjusted EBITDA and (Non-GAAP) Pro forma Adjusted EBITDA First Six Months of Fiscal 2016 as compared to First Six Months of Fiscal 2015

 
 
Six Months Ended
Adjusted EBITDA
 
July 2,
 
July 4,
(U.S. dollars in thousands)
 
2016
 
2015
 
 
 
 
 
Net income attributable to Darling
 
$
33,078

 
$
3,189

Depreciation and amortization
 
141,787

 
132,643

Interest expense
 
47,881

 
57,394

Income tax expense
 
9,846

 
6,780

Foreign currency loss
 
2,595

 
838

Other expense, net
 
3,678

 
1,708

Equity in net income of unconsolidated subsidiary
 
(19,495
)
 
(2,364
)
Net income attributable to noncontrolling interests
 
3,576

 
3,572

Adjusted EBITDA
 
$
222,946

 
$
203,760

Acquisition and integration-related expenses
 
401

 
6,527

Pro forma Adjusted EBITDA (Non-GAAP)
 
$
223,347

 
$
210,287

Foreign currency exchange impact (1)
 
1,517

 

Pro forma Adjusted EBITDA to Foreign Currency (Non-GAAP)
 
$
224,864

 
$
210,287

 
 
 
 
 
DGD Joint Venture Adjusted EBITDA (Darling's share)
 
$
27,960

 
$
10,255

 
 
 
 
 
(1) The average rate assumption used in this calculation was the actual fiscal average rate for the first six months ended July 4, 2015
of €1.00:USD$1.12 and CAD$1.00:USD$0.81 as compared to the average rate for the first six months ended July 2, 2016
of €1.00:USD$1.12 and CAD$1.00:USD$0.75, respectively.

For the first six months of fiscal 2016, the Company generated Adjusted EBITDA of $222.9 million, as compared to $203.8 million in the same period of 2015. The increase is attributable to higher raw material volumes in the Feed Ingredients segment that more than offset lower finished product prices in the Feed Ingredients segment. Additionally, lower selling, general and administrative expense due to gains in currency hedges primarily in the Food Ingredients segment also contributed.

As a result of the strengthened U.S. dollar as compared primarily to the euro and Canadian dollar, the above Pro forma Adjusted EBITDA to Foreign Currency results for the first six months ended July 2, 2016 would have been $224.9 million as compared to $210.3 million for the same period in fiscal 2015, an increase of $14.6 million.

DGD Joint Venture Adjusted EBITDA (Darling’s Share) is not reflected in the Adjusted EBITDA, the Pro forma Adjusted EBITDA, or the Pro forma Adjusted EBITDA to Foreign Currency. See Note 6 in the Company’s Form 10-Q ended July 2, 2016 and the DGD Operating Financial Results included at the end of this press release for financial information regarding the DGD Joint Venture.





News Release
August 11, 2016
Page 8
 
 
 
 
 

About Darling
Darling Ingredients Inc. is the world’s largest publicly-traded developer and producer of sustainable natural ingredients from edible and inedible bio-nutrients, creating a wide range of ingredients and specialty products for customers in the pharmaceutical, food, pet food, feed, technical, fuel, bioenergy, and fertilizer industries.  With operations on five continents, the Company collects and transforms all aspects of animal by-product streams into broadly used and specialty ingredients, such as gelatin, edible fats, feed-grade fats, animal proteins and meals, plasma, pet food ingredients, organic fertilizers, yellow grease, fuel feedstocks, green energy, natural casings and hides. The Company also recovers and converts used cooking oil and commercial bakery residuals into valuable feed and fuel ingredients.  In addition, the Company provides grease trap services to food service establishments, environmental services to food processors and sells restaurant cooking oil delivery and collection equipment. For additional information, visit the Company's website at http://ir.darlingii.com.
Darling Ingredients Inc. will host a conference call to discuss the Company’s second quarter 2016 financial results at 8:30 am Eastern Time (7:30 am Central Time) on Friday, August 12, 2016. To listen to the conference call, participants calling from within North America should dial 866-777-2509; international participants should dial 412-317-5413. Please refer to access code 10089766. Please call approximately ten minutes before the start of the call to ensure that you are connected.
The call will also be available as a live audio webcast that can be accessed on the Company website at http://ir.darlingii.com. Beginning one hour after its completion, a replay of the call can be accessed through August 19, 2016, by dialing 877-344-7529 (U.S. callers), 855-669-9658 (Canada) and 412-317-0088 (international callers). The access code for the replay is 10089766. The conference call will also be archived on the Company’s website.
Use of Non-GAAP Financial Measures:
Adjusted EBITDA is not a recognized accounting measurement under GAAP; it should not be considered as an alternative to net income, as a measure of operating results, or as an alternative to cash flow as a measure of liquidity, and is not intended to be a presentation in accordance with GAAP. Adjusted EBITDA is presented here not as an alternative to net income, but rather as a measure of the Company’s operating performance. Since EBITDA (generally, net income plus interest expenses, taxes, depreciation and amortization) is not calculated identically by all companies, this presentation may not be comparable to EBITDA or Adjusted EBITDA presentations disclosed by other companies. Adjusted EBITDA is calculated in this presentation and represents, for any relevant period, net income/(loss) plus depreciation and amortization, goodwill and long-lived asset impairment, interest expense, (income)/loss from discontinued operations, net of tax, income tax provision, other income/(expense) and equity in net loss of unconsolidated subsidiary. Management believes that Adjusted EBITDA is useful in evaluating the Company’s operating performance compared to that of other companies in its industry because the calculation of Adjusted EBITDA generally eliminates the effects of financing, income taxes and certain non-cash and other items that may vary for different companies for reasons unrelated to overall operating performance.

As a result, the Company’s management uses Adjusted EBITDA as a measure to evaluate performance and for other discretionary purposes. In addition to the foregoing, management also uses or will use Adjusted EBITDA to measure compliance with certain financial covenants under the Company’s Senior Secured Credit Facilities and 5.375% Notes and 4.75% Notes that were outstanding at July 2, 2016. However, the amounts shown in this presentation for Adjusted EBITDA differ from the amounts calculated under similarly titled definitions in the Company’s Senior Secured Credit Facilities and 5.375% Notes and 4.75% Notes, as those definitions permit further adjustments to reflect certain other non-recurring costs, non-cash charges and cash dividends from the DGD Joint Venture. Additionally, the Company evaluates the impact of foreign exchange impact on operating cash flow, which is defined as segment operating income (loss) plus depreciation and amortization.






News Release
August 11, 2016
Page 9
 
 
 
 
 
Cautionary Statements Regarding Forward-Looking Information:
{This media release contains “forward-looking” statements regarding the business operations and prospects of Darling Ingredients Inc. and industry factors affecting it. These statements are identified by words such as “believe,” “anticipate,” “expect,” “estimate,” “intend,” “could,” “may,” “will,” “should,” “planned,” “potential,” “continue,” “momentum,” and other words referring to events that may occur in the future. These statements reflect Darling Ingredient’s current view of future events and are based on its assessment of, and are subject to, a variety of risks and uncertainties beyond its control, each of which could cause actual results to differ materially from those indicated in the forward-looking statements. These factors include, among others, existing and unknown future limitations on the ability of the Company's direct and indirect subsidiaries to make their cash flow available to the Company for payments on the Company's indebtedness or other purposes; unanticipated costs or operating problems related to the acquisition and integration of Rothsay and Darling Ingredients International (including transactional costs and integration of the new enterprise resource planning (ERP) system); 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; continued decline in fat and used cooking oil finished product prices; changes to worldwide government policies relating to renewable fuels and greenhouse gas emissions that adversely affect programs like the Renewable Fuel Standards Program (RFS2) and tax credits for biofuels both in the Unites States and abroad; possible product recall resulting from developments relating to the discovery of unauthorized adulterations to food or food additives; the occurrence of Bird Flu including, but not limited to H5N1 flu, bovine spongiform encephalopathy (or "BSE"), porcine epidemic diarrhea ("PED") or other diseases associated with animal origin in the United States or elsewhere; 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 regulations (including, without limitation, China) affecting the industries in which the Company operates or its value added products (including new or modified animal feed, Bird Flu, PED or BSE or similar or unanticipated regulations); risks associated with the renewable diesel plant in Norco, Louisiana owned and operated by a joint venture between Darling Ingredients and Valero Energy Corporation, including possible unanticipated operating disruptions; 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; uncertainty regarding the likely exit of the U.K. from the European Union; and/or unfavorable export or import markets. These factors, coupled with volatile prices for natural gas and diesel fuel, climate conditions, currency exchange fluctuations, general performance of the U.S. and global economies, disturbances in world financial, credit, commodities and stock markets, and any decline in consumer confidence and discretionary spending, including the inability of consumers and companies to obtain credit due to lack of liquidity in the financial markets, among others, could negatively impact the Company's results of operations. Among other things, future profitability may be affected by the Company’s ability to grow its business, which faces competition from companies that may have substantially greater resources than the Company. The Company’s announced share repurchase program may be suspended or discontinued at any time and purchases of shares under the program are subject to market conditions and other factors, which are likely to change from time to time. Other risks and uncertainties regarding Darling Ingredients Inc., its business and the industries in which it operates are referenced from time to time in the Company’s filings with the Securities and Exchange Commission. Darling Ingredients Inc. is under no obligation to (and expressly disclaims any such obligation to) update or alter its forward-looking statements whether as a result of new information, future events or otherwise.}

For More Information, contact:
 
 
 
Melissa A. Gaither, VP IR and Global Communications
251 O’Connor Ridge Blvd., Suite 300 Irving, Texas 75038
 
Phone : 972-717-0300
 






News Release
August 11, 2016
Page 10
 
 
 
 
 
Darling Ingredients Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
July 2, 2016 and January 2, 2016
(in thousands)

 
 
July 2,
 
January 2,
 
 
2016
 
2016
ASSETS
(unaudited)
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
$
157,815

 
$
156,884

 
Restricted cash
312

 
331

 
Accounts receivable, net
399,877

 
371,392

 
Inventories
364,362

 
344,583

 
Prepaid expenses
43,131

 
36,175

 
Income taxes refundable
12,839

 
11,963

 
Other current assets
25,822

 
10,460

 
              Total current assets
1,004,158

 
931,788

 
 
 
 
Property, plant and equipment, less accumulated depreciation, net
1,528,387

 
1,508,167

Intangible assets, less accumulated amortization, net
769,427

 
782,349

Other assets:
 
 
 
 
Goodwill
1,258,480

 
1,233,102

 
Investment in unconsolidated subsidiaries
243,801

 
247,238

 
Other assets
38,592

 
41,623

 
Deferred income taxes
17,049

 
16,352

 
              Total assets
$
4,859,894

 
$
4,760,619

 
 
 
 
 
LIABILITIES AND STOCKHOLDERS' EQUITY
 
 
 
Current liabilities:
 
 
 
 
Current portion of long-term debt
$
30,842

 
$
45,166

 
Accounts payable, principally trade
177,303

 
149,998

 
Income taxes payable
9,118

 
6,679

 
Accrued expenses
249,435

 
239,825

 
              Total current liabilities
466,698

 
441,668

 
 
 
 
 
Long-term debt, net of current portion
1,874,492

 
1,885,851

Other non-current liabilities
93,692

 
97,809

Deferred income taxes
366,936

 
360,681

 
              Total liabilities
2,801,818

 
2,786,009

 
 
 
 
 
Commitments and contingencies
 
 
 
Total Darling's stockholders' equity
1,956,214

 
1,870,709

 
Noncontrolling interests
101,862

 
103,901

 
              Total stockholders' equity
$
2,058,076

 
$
1,974,610

 
 
$
4,859,894

 
$
4,760,619






News Release
August 11, 2016
Page 11
 
 
 
 
 
Darling Ingredients Inc. and Subsidiaries
Consolidated Operating Results
For the Periods Ended July 2, 2016 and July 4, 2015
(in thousands, except per share data)
(unaudited)

 
Three Months Ended
 
Six Months Ended
 
 
 
 
 
$ Change
 
 
 
 
 
$ Change
 
July 2,
 
July 4,
 
Favorable
 
July 2,
 
July 4,
 
Favorable
 
2016
 
2015
 
(Unfavorable)
 
2016
 
2015
 
(Unfavorable)
Net sales
$
877,341

 
$
859,315

 
$
18,026

 
$
1,656,982

 
$
1,734,009

 
$
(77,027
)
Costs and expenses:
 
 
 
 
 
 
 
 
 
 
 
Cost of sales and operating expenses
$
677,115

 
$
668,276

 
$
(8,839
)
 
$
1,276,008

 
$
1,352,797

 
$
76,789

Selling, general and administrative expenses
76,158

 
84,294

 
8,136

 
157,627

 
170,925

 
13,298

Depreciation and amortization
69,531

 
66,245

 
(3,286
)
 
141,787

 
132,643

 
(9,144
)
Acquisition and integration costs
70

 
1,208

 
1,138

 
401

 
6,527

 
6,126

Total costs and expenses
822,874

 
820,023

 
(2,851
)
 
1,575,823

 
1,662,892

 
87,069

Operating income
54,467

 
39,292

 
15,175

 
81,159

 
71,117

 
10,042

Other expense:
 
 
 
 
 
 
 
 
 
 
 
Interest expense
(23,980
)
 
(34,285
)
 
10,305

 
(47,881
)
 
(57,394
)
 
9,513

Foreign currency gain/(loss)
8

 
1,622

 
(1,614
)
 
(2,595
)
 
(838
)
 
(1,757
)
Other expense, net
(2,373
)
 
(1,199
)
 
(1,174
)
 
(3,678
)
 
(1,708
)
 
(1,970
)
Total other expense
(26,345
)
 
(33,862
)
 
7,517

 
(54,154
)
 
(59,940
)
 
5,786

Equity in net income of unconsolidated subsidiaries
13,852

 
4,172

 
9,680

 
19,495

 
2,364

 
17,131

Income before income taxes
41,974

 
9,602

 
32,372

 
46,500

 
13,541

 
32,959

Income taxes expense
7,983

 
4,665

 
(3,318
)
 
9,846

 
6,780

 
(3,066
)
Net income
$
33,991

 
$
4,937

 
$
29,054

 
$
36,654

 
$
6,761

 
$
29,893

Net income attributable to noncontrolling interests
$
(1,992
)
 
$
(1,857
)
 
$
(135
)
 
$
(3,576
)
 
$
(3,572
)
 
$
(4
)
Net income attributable to Darling
$
31,999

 
$
3,080

 
$
28,919

 
$
33,078

 
$
3,189

 
$
29,889

 
 
 
 
 
 
 
 
 
 
 
 
Basic income per share:
$
0.19

 
$
0.02

 
$
0.17

 
$
0.20

 
$
0.02

 
$
0.18

Diluted income per share:
$
0.19

 
$
0.02

 
$
0.17

 
$
0.20

 
$
0.02

 
$
0.18






News Release
August 11, 2016
Page 12
 
 
 
 
 
Darling Ingredients Inc. and Subsidiaries
Consolidated Statement of Cash Flows
Six Months Ended July 2, 2016 and July 4, 2015
(in thousands)
(unaudited)
 
Six Months Ended
 
July 2,
 
July 4,
Cash flows from operating activities:
2016
 
2015
Net income/(loss)
$
36,654

 
$
6,761

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Depreciation and amortization
141,787

 
132,643

Loss on disposal of property, plant, equipment and other assets
827

 
233

Gain on insurance proceeds from insurance settlements
(356
)
 
(341
)
Deferred taxes
(1,812
)
 
(3,225
)
Increase/(decrease) in long-term pension liability
(1,596
)
 
350

Stock-based compensation expense
5,067

 
4,642

Write-off deferred loan costs
57

 
10,633

Deferred loan cost amortization
5,600

 
4,868

Equity in net income of unconsolidated subsidiaries
(19,495
)
 
(2,364
)
Distributions of earnings from unconsolidated subsidiaries
25,994

 
26,155

Changes in operating assets and liabilities, net of effects from acquisitions:
 
 
 
  Accounts receivable
(20,081
)
 
22,582

  Income taxes refundable/payable
1,559

 
(1,368
)
  Inventories and prepaid expenses
(19,501
)
 
(21,451
)
  Accounts payable and accrued expenses
30,989

 
(1,505
)
  Other
(17,460
)
 
8,937

Net cash provided by operating activities
168,233

 
187,550

Cash flows from investing activities:
 
 
 
Capital expenditures
(109,406
)
 
(98,722
)
Acquisitions, net of cash acquired
(8,511
)
 

Gross proceeds from disposal of property, plant and equipment and other assets
2,404

 
1,484

Proceeds from insurance settlement
1,537

 
341

Payments related to routes and other intangibles

 
(2,242
)
Net cash used by investing activities
(113,976
)
 
(99,139
)
Cash flows from financing activities:
 
 
 
Proceeds from long-term debt
17,277

 
579,974

Payments on long-term debt
(59,255
)
 
(583,736
)
Borrowings from revolving credit facility
41,000

 
41,244

Payments on revolving credit facility
(47,207
)
 
(83,506
)
Net cash overdraft financing

 
(880
)
Deferred loan costs

 
(11,629
)
Issuance of common stock
143

 
171

Repurchase of treasury stock
(5,000
)
 

Minimum withholding taxes paid on stock awards
(1,812
)
 
(4,775
)
Excess tax benefits from stock-based compensation
(413
)
 
(12
)
Distributions to noncontrolling interests

 
(1,866
)
Net cash used by financing activities
(55,267
)
 
(65,015
)
Effect of exchange rate changes on cash
1,941

 
(6,160
)
Net increase in cash and cash equivalents
931

 
17,236

Cash and cash equivalents at beginning of period
156,884

 
108,784

Cash and cash equivalents at end of period
$
157,815

 
$
126,020

Supplemental disclosure of cash flow information:
 
 
 
Accrued capital expenditures
$
(3,684
)
 
$
274

Cash paid during the period for:
 
 
 
Interest, net of capitalized interest
$
41,813

 
$
37,524

Income taxes, net of refunds
$
11,799

 
$
11,436

Non-cash financing activities
 
 
 
Debt issued for assets
$
10

 
$
2,521

Contribution of assets to unconsolidated subsidiary
$
2,674

 
$






News Release
August 11, 2016
Page 13
 
 
 
 
 
Diamond Green Diesel Joint Venture
Operating Financial Results
Three Months and Six Months Ended June 30, 2016 and June 30, 2015

 
Three Months Ended
 
Six Months Ended
 
 
 
 
 
$ Change
 
 
 
 
 
$ Change
 
June 30,
 
June 30,
 
Favorable
 
June 30,
 
June 30,
 
Favorable
 
2016
 
2015
 
(Unfavorable)
 
2016
 
2015
 
(Unfavorable)
Revenues:
 
 
 
 
 
 
 
 
 
 
 
Operating revenues
$
132,226

 
$
156,160

 
$
(23,934
)
 
$
203,994

 
$
272,888

 
$
(68,894
)
Expenses:
 
 
 
 
 
 
 
 
 
 
 
Total costs and expenses less depreciation, amortization and accretion expense
95,565

 
140,343

 
44,778

 
148,074

 
252,378

 
104,304

Depreciation, amortization and accretion expense
7,547

 
4,956

 
(2,591
)
 
12,925

 
9,965

 
(2,960
)
Total costs and expenses
103,112

 
145,299

 
42,187

 
160,999

 
262,343

 
101,344

Operating income
29,114

 
10,861

 
18,253

 
42,995

 
10,545

 
32,450

Other income
70

 
32

 
38

 
85

 
52

 
33

Interest and debt expense, net
(1,928
)
 
(3,352
)
 
1,424

 
(4,742
)
 
(7,508
)
 
2,766

Net income
$
27,256

 
$
7,541

 
$
19,715

 
$
38,338

 
$
3,089

 
$
35,249



Randall C. Stuewe, Chairman and CEO John O. Muse, EVP Chief Financial Officer Melissa A. Gaither, VP IR and Global Communications Second Quarter 2016 Earnings Conference Call August 12, 2016 Exhibit 99.2


 
2 This presentation contains “forward-looking” statements regarding the business operations and prospects of Darling Ingredients Inc. and industry factors affecting it. These statements are identified by words such as “believe,” “anticipate,” “expect,” “estimate,” “intend,” “could,” “may,” “will,” “should,” “planned,” “potential,” “continue,” “momentum,” and other words referring to events that may occur in the future. These statements reflect Darling Ingredient’s current view of future events and are based on its assessment of, and are subject to, a variety of risks and uncertainties beyond its control, each of which could cause actual results to differ materially from those indicated in the forward-looking statements. These factors include, among others, existing and unknown future limitations on the ability of the Company's direct and indirect subsidiaries to make their cash flow available to the Company for payments on the Company's indebtedness or other purposes; global demands for bio-fuels and grain and oilseed commodities, which have exhibited volatility, and can impact the cost of feed for cattle, hogs and poultry, thus affecting available rendering feedstock and selling prices for the Company’s products; reductions in raw material volumes available to the Company due to weak margins in the meat production industry as a result of higher feed costs, reduced consumer demand or other factors, reduced volume from food service establishments, or otherwise; reduced demand for animal feed; reduced finished product prices, including a decline in fat and used cooking oil finished product prices; changes to worldwide government policies relating to renewable fuels and greenhouse gas emissions that adversely affect programs like the Renewable Fuel Standards Program (RFS2), low carbon fuel standards (LCFS) and tax credits for biofuels both in the Unites States and abroad; possible product recall resulting from developments relating to the discovery of unauthorized adulterations to food or food additives; the occurrence of Bird Flu including, but not limited to H5N1 flu, bovine spongiform encephalopathy (or "BSE"), porcine epidemic diarrhea ("PED") or other diseases associated with animal origin in the United States or elsewhere; 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 regulations (including, without limitation, China) affecting the industries in which the Company operates or its value added products (including new or modified animal feed, Bird Flu, PED or BSE or similar or unanticipated regulations); risks associated with the renewable diesel plant in Norco, Louisiana owned and operated by a joint venture between Darling Ingredients and Valero Energy Corporation, including possible unanticipated operating disruptions and issues related to the announced expansion project; difficulties or a significant disruption in our information systems or failure to implement new systems and software successfully, including our ongoing enterprise resource planning project; 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; uncertainty regarding the likely exit of the U.K. from the European Union; and/or unfavorable export or import markets. These factors, coupled with volatile prices for natural gas and diesel fuel, climate conditions, currency exchange fluctuations, general performance of the U.S. and global economies, disturbances in world financial, credit, commodities and stock markets, and any decline in consumer confidence and discretionary spending, including the inability of consumers and companies to obtain credit due to lack of liquidity in the financial markets, among others, could negatively impact the Company's results of operations. Among other things, future profitability may be affected by the Company’s ability to grow its business, which faces competition from companies that may have substantially greater resources than the Company. The Company’s announced share repurchase program may be suspended or discontinued at any time and purchases of shares under the program are subject to market conditions and other factors, which are likely to change from time to time. Other risks and uncertainties regarding Darling Ingredients Inc., its business and the industries in which it operates are referenced from time to time in the Company’s filings with the Securities and Exchange Commission. Darling Ingredients Inc. is under no obligation to (and expressly disclaims any such obligation to) update or alter its forward-looking statements whether as a result of new information, future events or otherwise. Safe Harbor Statement


 
3 $859.3 $779.6 $420 $520 $620 $720 $820 $920 Revenue Quarterly Consolidated Revenue 2Q15 1Q16 2Q16 $877.3 • Revenue increase driven by higher finished product pricing for Global fats and proteins in the feed segment • Global raw material volumes continue to be strong • Revenue increase driven by higher finished product pricing for Global fats and proteins in the feed segment • Global raw material volumes continue to be strong Gross Profit and Margin 19.00% 19.50% 20.00% 20.50% 21.00% 21.50% 22.00% 22.50% 23.00% 23.50% $140.0 $150.0 $160.0 $170.0 $180.0 $190.0 $200.0 $210.0 2Q15 1Q16 2Q16 Gross Profit Gross Margin 22.83% 22.23% 23.18% $ 1 8 0. 7 $ 2 0 0 .2 $ 1 9 1. 0 Earnings Summary


 
o Net income strong - $32.0 million in Q2 vs. $1.1 million in Q1 of 2016 o Net Sales higher - $877.3 million in Q2 vs. $779.6 million in Q1 of 2016 o EPS at $0.19 per diluted share o Adjusted EBITDA - $ 124.0 million in Q2 vs. $ 98.9 million in Q1 16 o DGD Joint venture EBITDA was $18.3 vs. $9.6 in Q1 16 o Global raw material volumes for all segments were strong o Feed Segment improvement attributable to strong performances across Global Rendering businesses, Bakery Feeds, and Restaurant Services o Fuel Segment consistent with Canada biodiesel solidly profitable o Food Segment turned in consistent performance in light of easing Rousselot earnings o SG&A reductions taking hold o Paid down $49.9 mm of debt during the quarter 4 2016 Second Quarter Overview


 
5 (1) Foreign currency exchange rates held constant for comparable quarters (€1.00:USD$1.10435 rate April 2, 2016 quarter; €1.00:USD$1.10561 rate July 4, 2015 six months). Adjusted EBITDA and Pro Forma Adjusted EBITDA (US$ in thousands) July 2, April 2, July 2, July 4, 2016 2016 2016 2015 Net income attributable to Darling $ 31,999 $ 1,079 $ 33,078 $ 3,189 Depreciation and amortization 69,531 72,256 141,757 132,643 Interest expense 23,980 23,901 47,881 57,394 Income tax expense/(benefit) 7,983 1,863 9,846 6,780 Foreign currency loss 8 2,603 2,595 838 Other expense, net 2,373 1,305 3,678 1,708 Equity in net (income)/loss of unconsolidated subsidiaries (13,852) (5,643) (19,495) (2,364) Net income attributable to noncontrolling interests 1,992 1,584 3,576 3,572 Adjusted EBITDA $ 123,998 $ 98,948 $ 222,946 $ 203,760 Acquisition and integration-related expenses 70 331 401 6,527 Pro forma Adjusted EBITDA (Non-GAAP) $ 124,068 $ 99,279 $ 223,347 $ 210,287 Foreign currency exchange impact (1) $ (2,182) $ - $ 1,517 $ - Pro forma Adjusted EBITDA to Foreign Currency (Non-GAAP) $ 121,886 $ 98,844 $ 224,864 $ 210,287 DGD Joint Venture Adjusted EBITDA (Darling's Share) $ 18,331 $ 9,629 $ 27,960 $ 10,255 Three Months Ended - Sequential Six Months Ended - Year over Year Note: See slide 22 for information regarding Darling’s use of Non-GAAP measures. Adjusted EBITDA


 
o Continuing focus on margin management • Operational Excellence; organic growth; and bio-fuel maximization o Target debt reduction of $150 million in 2016: year-end target total debt leverage ratio below 4.00 o Paid down debt by $49.9 million in quarter o Working Capital decreased slightly over Q1, but the target change in Working Capital remains a $20 million improvement year over year o CAPEX target of $215 million for 2016; YTD CAPEX spend at $56.0 million • Two new USA rendering plants completed and in commissioning phase o SG&A targeted at $81.5 million/quarter run rate: Q2 at $76.2 million 6 2016 Strategy – “Delever and Grow”


 
7 Cash Flow Statement Six Months Ended (US$ in thousands) July 2, 2016 Adjusted EBIDTA $ 222,946 Uses: Cap-Ex (109,406) Acquisitions (8,511) Proceeds from Stock Issuance 143 Stock Repurchase (5,000) Borrowings, net of repayments (48,185) Deferred Loan Costs 0 Cash Interest (10-Q) (41,813) Cash Taxes (10-Q) (11,799) Accounts Receivable (20,081) Income Tax 1,559 Inventory and Prepaid (19,501) Accounts Payable and Accrued Expenses 30,989 Increase in Cash (931) Other 9,590 Adjusted EBITDA $ (222,946) Cash Flow Statement


 
Debt Summary Balance Sheet Highlights Leverage Ratios Net Debt on Balance Sheet 8 (1) Total Debt now adjusted to reflect deferred loan cost amortization. (2) Total Debt includes 4.75% euro bond and Canadian debt which is FX adjusted quarterly. (US$, in thousands) July 2, 2016 Cash (includes restricted cash of $312) 158,127$ Accounts receivable 399,877 Total Inventories 364,362 Net working capital 537,460 Net property, plant and equipment 1,528,387 Total assets 4,859,894$ Total debt 1,905,334$ Shareholders' equity 2,058,076$ (US$, in thousands) July 2, 2016 Amended Credit Agreement Revolving Credit Facility 3,869$ Term Loan A 247,141 Term Loan B 579,460 5.375% Senior Notes due 2022 491,682 4.750% Euro Senior Notes due 2022 562,465 Other Notes and Obligations 20,717 Total Debt: 1,905,334$ July 2, 2016 Actual Credit Agreement Total Debt to EBITDA: 4.10 5.50 Secured Debt to EBITDA: 1.78 3.25 (US$, in thousands) Fiscal 2015 2Q 2016 Total Debt (1)(2) 1,931,017$ 1,905,334$ Available Cash (156,884)$ (157,815)$ Year End Net Debt Balance 1,774,133$ 1,747,519$ Balance Sheet Highlights and Debt Summary


 
Operational Overview – Q2 2016 9 Non-GAAP EBITDA Margin Feed o Global protein and fat prices rallied in concert with Soy complex before softening late in quarter o Feed demand strong for both proteins and fats o Global rendering volumes solid with continued growth in poultry tonnage o Bakery Feeds delivers strong quarter with favorable hedge positions o Restaurant Services delivered improved performance with strong demand from biofuels Note: Cost of Sales includes raw material costs, collection costs and factory costs. EBITDA Bridge Q1-2016 to Q2-2016 (millions) 0 2 4 6 8 10 12 14 16 18 Q2 2015 Q3 2015 Q4 2015 Q1 2016 Q2 2016 14.3% 12.2% 15.4% 14.6% 11.5% $60.4 $1.0 $2.2 $1.3 $83.5 $82.5 $58.3 0 20 40 60 80 100 120 EBITDA Q1 16 Price / Yield Volumes Cost of Sales Other Adjusted EBITDA FX Impact EBITDA Q2 16 (39.7) US$ and metric tons (millions) Q2 2015 Q3 2015 Q4 2015 Total 2015 Q1 2016 Q2 2016 Seq. % Change Revenue $529.4 $525.2 $472.2 $2,074.3 $476.2 $542.9 14.0% Gross Margin 124.5 116.2 96.7 460.9 103.5 126.8 22.5% Gross Margin % 23.5% 22.1% 20.5% 22.2% 21.7% 23.4% Operating Income 35.4 35.6 10.1 116.5 13.9 41.4 197.8% EBITDA (1) 75.9 76.5 54.4 282.3 58.3 83.5 43.2% Raw Material Pr cessed (million metric tons) 1.83 1.86 1.89 7.45 1.97 1.97 0.0% (1) Does not include Unconsoli ated Subsidiaries EBITDA. Feed Segment


 
Yellow Grease-UCO o Sharp increase in pricing with strong bio fuel and feed demand o LCFS markets beginning to stabilize with sufficient nearby supply o Excellent global feed demand Protein price improvement over 1Q 2016 o Meat and bone meal price recovering over 48% from last quarter o Feed formulations opening to lower protein pricing pushing closer to soymeal o Poultry Meal Pet Food premiums hold strong but feeling demand pressure from the aquaculture industry 10 QTR. Over QTR. Year Over Year Comparison Q1-2016 Q2-2016 % Q2-2015 Q2-2016 % Average Jacobsen Prices (USD) Avg. Avg. Change Avg. Avg. Change Bleachable Fancy Tallow - Chicago Renderer / cwt $27.07 $32.57 20.3% $29.18 $32.57 11.6% Yellow Grease - Illinois / cwt $21.25 $26.77 26.0% $23.24 $26.77 15.2% Meat and Bone Meal - Ruminant - Illinois / ton $220.98 $328.26 48.5% $348.88 $328.26 -5.9% Poultry By-Product Meal - Feed Grade - Mid South/ton $249.10 $305.58 22.7% $426.94 $305.58 -28.4% Poultry By-Product Meal - Pet Food - Mid South/ton $506.31 $557.81 10.2% $521.50 $557.81 7.0% Feathermeal - Mid South / ton $277.21 $358.91 29.5% $499.13 $358.91 -28.1% Average Wall Street Journal Prices (USD) Corn - Track Central IL #2 Yellow / bushel $3.55 $3.75 5.7% $3.51 $3.75 6.9% Average Thomson Reuters Prices (USD) Palm oil - CIF Rotterdam / metric ton $632 $702 11.1% $650 $702 8.0% Soy meal - CIF Rotterdam / metric ton $328 $409 24.6% $396 $409 3.3% 2016 Finished Product Pricing Feed Segment Ingredients January February March Q1 Avg. April May June Q2 Avg. July Bleachable Fancy Tallow - Chicago Renderer / cwt $23.53 $27.10 $30. 9 $27.07 $32 93 $32.81 $31.64 $32.57 $29.95 Yellow Grease - Illinois / cwt $19.03 $20.89 $23.51 $21.25 $26.40 $27.56 $25.95 $26.77 $24.54 Meat and Bone Meal - Ruminant - Illinois / ton $184.74 $198.38 $272.84 $220.98 $314.17 $305.00 $356.59 $328.26 $378.75 Poultry By-Product Meal - Feed Grade - Mid South/ton $247.11 $235.00 $263.64 $249.10 $308.10 $296.79 $307.73 $305.58 $380.88 Poultry By-Product Meal - Pet Food - Mid South/ton $498.03 $497.50 $521.48 $506.31 $573.81 $505.83 $588.64 $557.81 $649.38 Feathermeal - Mid South / ton $255.39 $244.88 $325.45 $277.21 $409.88 $319.05 $342.73 $358.91 $476.88 2016 Cash Corn Pricing Competing Ingredient for Bakery Feeds and Fats January February March Q1 Avg. April May June Q2 Avg. July Corn - Track Central IL #2 Yellow / bushel $3.58 $3.54 $3.52 $3.55 $3.63 $3.77 $3.85 $3.75 $3.28 European Benchmark Pricing 2016 January February March Q1 Avg. April May June Q2 Avg. July Palm oil - CIF Rotterdam / metric ton $565 $646 $686 $632 $720 $702 $684 $702 $648 Soy meal - CIF Rotterdam / metric ton $339 $326 $320 $328 $341 $420 $465 $409 $439 2016 Average Jacobsen Prices (USD) 2016 Average Wall Street Journal Prices (USD) 2016 Average Thomson Reuters Prices (USD)


 
Note: Cost of Sales includes raw material costs, collection costs and factory costs. Non-GAAP EBITDA Margin Food Operational Overview – Q2 2016 11 EBITDA Bridge Q1-2016 to Q2-2016 (millions) Rousselot gelatin performance slightly off Q1 • softening in China • improved availability of raw material in South America and FX positively impacted performance • steady performance in Europe and USA Sonac edible fats margins stable with volatile Palm Oil markets and some raw material being diverted to China CTH casings strong sales in quarter and improvement over Q1 0 2 4 6 8 10 12 14 16 18 Q2 2015 Q3 2015 Q4 2015 Q1 2016 Q2 2016 10.7% 14.4% 15.6% 13.7% 11.4% $37.4 $0.8 $36.6 $3.8 $38.6 $0.2 $18.1 0 10 20 30 40 50 60 EBITDA Q1 16 Price / Yield Volumes Cost of Sales Other Adjusted EBITDA FX Impact EBITDA Q2 16 (24.1) US$ and metric tons (millions) Q2 2015 Q3 2015 Q4 2015 Total 2015 Q1 2016 Q2 2016 Seq. % Change Revenue $283.4 $269.2 $272.1 $1,094.9 $247.9 $272.1 9.8% Gross Margin 60.2 54.8 62.9 231.4 62.3 57.8 -7.2% Gross Margin % 21.2% 20.4% 23.1% 21.1% 25.1% 21.3% Operating Incom 15.5 11.6 23.3 61.2 21.9 19.6 -10.5% EBITDA 32.3 28.7 39.1 128.1 38.6 37.3 -3.4% Raw Material Proc ssed (million metric tons) 0.28 0.26 0.26 1.07 0.27 0.27 0.0% Food Segment


 
Operational Overview – Q2 2016 Non-GAAP EBITDA Margin Fuel o Rendac delivers normal performance with steady volumes o Ecoson digester performing nicely while demand for our refined fat for biofuels improved in the quarter o Biodiesel-Canada delivered a profitable performance 12 Note: Cost of Sales includes raw material costs, collection costs and factory costs. EBITDA Bridge Q1-2016 to Q2-2016 (millions) $13.0 $3.5 $0.1 $12.9 $0.9 $13.8 6 8 10 12 14 ($0.2) EBITDA Q1 16 Price / Yield Volumes Cost of Sales Other Adjusted EBITDA FX Impact EBITDA Q2 16 ($3.5) 0 5 10 15 20 25 30 35 Q2 2015 Q3 2015 Q4 2015 Q1 2016 Q2 2016 11.8% 23.4% 18.5% 29.4% 22.2% Adjusted EBITDA Margins for normalized Blender’s Tax Credit in Pro forma EBITDA and in Revenues for 2015 would represent: 21.9% Q2 15 14.8% Q3 15 23.3% Q4 15 US$ and metric tons (millions) Q2 2015 Q3 2015 Q4 2015 Total 2015 Q1 2016 Q2 2016 Seq. % Change Revenue $46.5 $59.3 $65.4 $228.2 $55.6 $62.2 11.9% Gross Margin 6.3 11.4 20.2 51.1 14.9 15.6 4.7% Gross Margin % 13.5% 19.2% 30.9% 22.4% 26.80 25.10 Operating Income 2.0 0.2 12.5 17.2 6.1 6.6 8.2% EBITDA (1) 8.6 7.0 19.2 43.9 13.0 13.8 6.2% Raw Material Processed * (million metric tons) 0.29 0.27 0.31 1.17 0.28 0.30 7.1% (1) Does not include DGD EBITDA * Excludes raw material processed at the DGD joint venture. Fuel Segment


 
 DGD earnings recovered in Q2 2016  Q2 2016 EBITDA: $36.7 million entity level or $18.3 million Darling’s share  Escalating fat prices ,volatile heating oil and stagnant RIN’s weighed on earnings  $156 million tax credit received and a partner dividend of $25 million each received April 2016  Current total debt in JV stands at $85.6 million. Total cash of $82.9 million at the end of June.  Final engineering phase progressing on major expansion announced in April increasing output from 160 million gallons annually to 275 million. Expected completion in Q4 2017. 13 US$ (millions) Q2 2015 Q3 2015 Q4 2015 Total 2015 Q1 2016 Q2 2016 EBITDA (Darling's share) 7.9 (8.3) 86.6 $89 9.6 18.3 Gallons Produced 41.9 41.5 37.9 158.8 28.5 43.8 Diamond Green Diesel (50% Joint Venture) Diamond Green Diesel (DGD)


 
Appendix – Additional Information


 
15 Change in Net Sales - 2Q 2015 over 2Q 2016 Change in Net Sales – Three Months Ended (Sequential 1Q16 over 2Q16) Change in Net Sales -2Q15 to 2Q16 Fats Proteins Other Total Rendering Used Cooking Oil Bakery Other Total N t Sales Second Quarter Ended July 4, 2015 139.9$ 209.9$ 60.1$ 409.9$ 43.1$ 54.3$ 22.1$ 529.4$ Changes: Increase/(Decrease) in sales volumes 8.1 24.6 - 32.7 0.1 1.0 - 33.8 Increase/(Decrease) in finished good prices 5.0 (36.0) - (31.0) (1.4) 1.1 - (31.3) D crease due to currency exchange rates (0.1) 0.6 0.8 1.3 (0.1) - - 1.2 Other change - - 9.5 9.5 - - 0.4 9.9 Total Change: 13.0$ (10.8)$ 10.3$ 12.5$ (1.4)$ 2.1$ 0.4$ 13.6$ Net Sales Second Quarter Ended July 2, 2016 152.9$ 199.1$ 70.4$ 422.4$ 41.7$ 56.4$ 22.5$ 543.0$ Rendering Sales Change in Net Sales - 1Q16 to 2Q16 Fats Proteins Other Total Rendering Used Cooking Oil Bakery Other Total Net Sales Three Months Ended April 2, 2016 125.3$ 172.0$ 66.6$ 363.9$ 34.4$ 54.5$ 23.4$ 476.2$ Changes: Increase/(Decrease) in sales volumes 2.2 10.2 - 12.4 0.9 0.5 - 13.8 I cr ase/(Decre s ) in finished good prices 24.2 14.3 - 38.5 6.4 1.3 - 46.2 Decrease due to currency exchange rates 1.3 2.6 1.2 5.1 0.1 - - 5.2 Oth r change - - 2.6 2.6 - - (1.0) 1.6 Total Change: 27.7$ 27.1$ 3.8$ 58.6$ 7.4$ 1.8$ (1.0)$ 66.8$ Net Sales Three Months Ended July 2, 2016 153.0$ 199.1$ 70.4$ 422.5$ 41.8$ 56.3$ 22.4$ 54 .0$ Feed Ingredients Segment


 
16 Change in Net Sales – Six Months Ended July 4, 2015 over July 2, 2016 Fats Proteins Other Total Rendering Used Cooking Oil Bakery Other Total Net Sales Second Quarter Ended July 4, 2015 286.6$ 429.9$ 127.8$ 844.3$ 79.2$ 108.1$ 45.3$ 1,076.9$ Changes: Increase/(Decrease) in sales volumes 12.5 34.5 - 47.0 1.5 2.7 - 51.2 Increase/(Decrease) in finished good prices (19.3) (91.4) - (110.7) (4.5) 0.1 - (115.1) Decrease due to currency exchange rates (1.6) (1.9) (0.3) (3.8) (0.2) - (0.1) (4.1) Other change - - 9.5 9.5 - - 0.7 10.2 Total Change: (8.4)$ (58.8)$ 9.2$ (58.0)$ (3.2)$ 2.8$ 0.6$ (57.8)$ Net Sales Second Quarter Ended July 2, 2016 278.2$ 371.1$ 137.0$ 786.3$ 76.0$ 110.9$ 45.9$ 1,019.1$ Rendering Sales Change in YTD Net Sales 2Q15 to 2Q16 Feed Ingredients Segment


 
(1) Has impact of inventory step-up in 1st and 2nd quarter of 2014. (2) Exclusive of non-cash inventory step-up and Darling Ingredients International 13th week during 2014. (3) Raw material process volumes in 2014 have been adjusted to include additional blending materials. (A) Quarters 1, 2 and 3 revenues have been adjusted for re-class between sales and cost of sales in 2014. 17 US$ and metric tons (millions) Q1 2014 Q2 2014 Q3 2014 Q4 2014 Total 2014 Q1 2015 Q2 2015 Q3 2015 Q4 2015 Total 2015 Q1 2016 Q2 2016 Revenue (A) $586.1 $622.1 $607.3 $606.0 $2,421.5 $547.5 $529.4 $525.2 $472.2 $2,074.3 $476.2 $542.9 Gross Margin (1) 142.5 165.4 132.5 132.5 572.9 123.5 124.5 116.2 96.7 460.9 103.5 126.8 Gross Margin % (1) 24.3% 26.6% 21.8% 21.9% 23.7% 22.6% 23.5% 22.1% 20.5% 22.2% 21.7% 23.4% Operating Income (2) 37.5 74.7 46.4 33.6 192.2 35.4 35.4 35.6 10.1 116.5 13.9 41.4 Adjusted Operating Income (1) 52.3 76.2 46.4 33.6 208.5 35.4 35.4 35.6 10.1 116.5 13.9 41.4 EBITDA (2) 76.1 114.6 84.2 76.4 351.3 75.5 75.9 76.5 54.4 282.3 58.3 83.5 Adjusted EBITDA (1) 90.9 116.1 84.2 76.4 367.6 75.5 75.9 76.5 54.4 282.3 58.3 83.5 Adjusted EBITDA/Revenue 15.5% 18.7% 13.9% 12.6% 15.2% 13.8% 14.3% 14.6% 11.5% 13.6% 12.2% 15.4% Raw Material Processed (3) (millions of metric tons) 1.73 1.73 1.73 1.92 7.11 1.87 1.83 1.86 1.89 7.45 1.97 1.97 Feed Segment - Historical


 
(1) Has impact of inventory step-up in 1st and 2nd quarter in 2014. (2) Exclusive of non-cash inventory step-up and Darling Ingredients International 13th week during 2014. (3) Raw material process volumes for the first quarter 2014 have been adjusted to be consistent with the presentation of the second quarter figures in 2014. (A) Quarters 1, 2 and 3 revenues have been adjusted for re-class between sales and cost of sales in 2014. 18 Food Segment - Historical US$ and metric tons (millions) Q1 2014 Q2 2014 Q3 2014 Q4 2014 Total 2014 Q1 2015 Q2 2015 Q3 2015 Q4 2015 Total 2015 Q1 2016 Q2 2016 Revenue (A) 293.5 331.4 301.4 322.0 1,248.3 270.2 283.4 269.2 272.1 1,094.9 247.9 272.1 Gross Margin (1) 62.3 65.3 64.2 63.4 255.2 53.5 60.2 54.8 62.9 231.4 62.3 57.8 Gross Margin % (1) 21.2% 19.7% 21.3% 19.7% 20.4% 19.8% 21.2% 20.4% 23.1% 21.1% 25.1% 21.2% Operating Income/(Loss) (2) (12.1) 11.3 14.0 13.7 26.9 10.8 15.5 11.6 23.3 61.2 21.9 19.7 Adjusted Operating Income (1) 20.9 14.7 14.0 13.7 63.3 10.8 15.5 11.6 23.3 61.2 21.9 19.7 EBITDA (2) 5.3 30.9 32.6 31.4 100.2 28.0 32.3 28.7 39.1 128.1 38.6 37.4 Adjusted EBITDA (1) 38.3 34.3 32.6 31.4 136.6 28.0 32.3 28.7 39.1 128.1 38.6 37.4 Adjusted EBITDA/Revenue 13.0% 10.4% 10.8% 9.7% 10.9% 10.4% 11.4% 10.7% 14.4% 11.7% 15.6% 13.7% Raw Material Processed (millions of metric tons) 0.25 (3) 0.27 0.26 0.28 1.06 0.27 0.28 0.26 0.26 1.07 0.27 0.27


 
(A) Quarters 1, 2 and 3 revenues in 2014 have been adjusted for re-class between sales and cost of sales. 19 (1) Exclusive of non-cash inventory step-up and Darling Ingredients International’s 13th week in 2014. (2) Has impact of inventory step-up in 1st quarter and Darling Ingredients Int'l 13th week in 2014. (3) Raw material process volumes for the first quarter 2014 have been adjusted to be consistent with the presentation of the second quarter figures 2014. (4) Pro forma Adjusted EBIDTA includes blender's tax credit throughout full years in 2014 and 2015. US$ and metric tons (millions) Q1 2014 Q2 2014 Q3 2014 Q4 2014 Total 2014 Q1 2015 Q2 2015 Q3 2015 Q4 2015 Total 2015 Q1 2016 Q2 2016 Revenue $66.7 $77.7 $70.0 $72.2 $286.6 $57.0 $46.5 $59.3 $65.4 $228.2 $55.6 $62.2 Gross Margin 15.3 15.9 17.8 10.0 59.0 13.2 6.3 11.4 20.2 51.1 14.9 15.6 Gross Margin % 21.1% 20.5% 25.4% 13.9% 20.6% 23.1% 13.5% 19.2% 30.9% 22.4% 26.8% 25.1% Operating Income (1) 2.3 5.2 2.8 10.9 21.2 2.5 2.0 0.2 12.5 17.2 6.1 6.6 Adjusted Operating Income (2) 3.5 5.2 2.8 10.9 22.4 2.5 2.0 0.2 12.5 17.2 6.1 6.6 EBITDA (2) 9.7 11.1 11.5 16.9 49.2 9.1 8.6 7.0 19.2 43.9 13.0 13.8 Adjusted EBITDA (1) 10.9 11.1 11.5 16.9 50.4 9.1 8.6 7.0 19.2 43.9 13.0 13.8 Pro forma Adjusted EBITDA (4) 12.2 12.3 13.0 12.8 50.4 10.2 10.6 9.1 14.0 43.9 13.0 13.8 Adjusted EBITDA/Revenue 16.3% 14.3% 16.4% 23.4% 17.6% 16.0% 18.5% 11.8% 29.4% 19.2% 23.4% 22.2% Raw Material Processed * (millions of metric tons) 0.23 (3) 0.24 0.26 0.33 1.07 0.30 0.29 0.27 0.31 1.17 0.28 0.30 *Excludes raw material processed at the DGD joint venture. Diamond Green Diesel (50% Joint Venture) US$ (millions) Q1 2014 Q2 2014 Q3 2014 Q4 2014 Total 2014 Q1 2015 Q2 2015 Q3 2015 Q4 2015 Total 2015 Q1 2016 Q2 2016 EBITDA (Darling's share) $9.1 5.9 2.9 63.7 $81.6 2.3 7.9 (8.3) 86.6 $88.5 $9.6 $18.3 Pro forma Adjusted EBITDA (4) $22.9 24.3 12.5 21.8 $81.6 19.6 30.2 11.7 27.0 $88.5 $9.6 $18.3 Fuel Segment - Historical


 
20 2015 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. Bleachable Fancy Tallow - Chicago Renderer / cwt $29.16 $29.14 $30.53 $29.66 $28.69 $28.95 $29.91 $29.18 $29.00 $29.64 $29.62 $29.42 $22.91 $20.00 $20.00 $21.18 $27.36 Yellow Grease - Illinois / cwt $24.54 $24.34 $24.81 $24.58 $22.36 $22.84 $24.50 $23.24 $23.80 $21.19 $19.55 $21.48 $18.02 $17.51 $18.00 $17.86 $21.79 Meat and Bone Meal - Ruminant - Illinois / ton $402.13 $375.53 $377.95 $385.12 $387.02 $359.75 $304.20 $348.88 $338.18 $385.00 $343.10 $354.91 $280.68 $251.58 $217.27 $249.29 $334.55 Poultry By-Product Meal - Feed Grade - Mid South/ton $466.00 $460.26 $468.18 $465.00 $487.14 $427.25 $370.91 $426.94 $376.70 $399.64 $402.50 $391.55 $376.93 $334.74 $293.41 $334.67 $404.54 Poultry By-Product Meal - Pet Food - Mid South/ton $712.50 $629.61 $625.00 $655.12 $607.74 $520.00 $446.59 $521.50 $478.18 $568.21 $557.14 $532.45 $477.27 $463.95 $467.61 $469.49 $544.64 Feathermeal - Mid South / ton $538.63 $460.39 $565.00 $523.77 $579.17 $491.75 $430.57 $499.13 $467.95 $555.00 $476.67 $499.12 $404.20 $369.47 $329.43 $367.06 $472.27 2015 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 $3.65 $3.68 $3.66 $3.66 $3.55 $3.48 $3.49 $3.51 $3.81 $3.49 $3.56 $3.62 $3.65 $3.60 $3.68 $3.64 $3.61 European Benchmark Pricing 2015 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 $619 $698 $652 $656 $645 $653 $651 $650 $603 $505 $565 $558 $565 $555 $569 $563 $607 Soy meal - CIF Rotterdam / metric ton $456 $442 $410 $436 $403 $392 $393 $396 $394 $381 $365 $380 $367 $353 $336 $352 $391 2015 Average Thomson Reuters Prices (USD) 2015 Average Jacobsen Prices (USD) 2015 Average Wall Street Journal Prices (USD) 2016 Finished Product Pricing Feed Segment Ingredients January February March Q1 Avg. April May June Q2 Avg. July Bleachable Fancy Tallow - Chicago Renderer / cwt $23.53 $27.10 $30.09 $27.07 $32.93 $32.81 $31.64 $32.57 $29.95 Yellow Grease - Illinois / cwt $19.03 $20.89 $23.51 $21.25 $26.40 $27.56 $25.95 $26.77 $24.54 Meat and Bone Meal - Ruminant - Illinois / ton $184.74 $198.38 $272.84 $220.98 $314.17 $305.00 $356.59 $328.26 $378.75 Poultry By-Product Meal - Feed Grade - Mid South/ton $247.11 $235.00 $263.64 $249.10 $308.10 $296.79 $307.73 $305.58 $380.88 Poultry By-Product Meal - Pet Food - Mid South/ton $498.03 $497.50 $521.48 $506.31 $573.81 $505.83 $588.64 $557.81 $649.38 Feathermeal - Mid South / ton $255.39 $244.88 $325.45 $277.21 $409.88 $319.05 $342.73 $358.91 $476.88 2016 C sh Corn Pricing Competing Ingredient for Bakery Feeds and Fats January February March Q1 Avg. April May June Q2 Avg. July C rn - Track Central IL #2 Yellow / bushel $3.58 $3.54 $3.52 $3.55 $3.63 $3.77 $3.85 $3.75 $3.28 European Benchmark Pricing 2016 January February March Q1 Avg. April May June Q2 Avg. July Palm oil - CIF Rotterdam / metric ton $565 $646 $686 $632 $720 $702 $684 $702 $648 Soy meal - CIF Rotterd m / metric t n $339 $326 $320 $328 $341 $420 $465 $409 $439 2016 Average Jacobsen Prices (USD) 2016 Average Wall Street Journal Prices (USD) 2016 Average Thomson Reuters Prices (USD) Jacobsen, Wall Street Journal and Thomson Reuters Historical Pricing


 
Process USA Canada Europe China S. America Australia Total: Rendering - (C3 By-products & UCO) 92 5 18 115 Bakery 10 10 Used Cooking Oil processing only 8 1 9 Disposal Rendering - (C1 & C2) 6 6 Food Grade Fat Processing 5 5 Blood Processing 1 4 5 1 11 Bone Processing 2 2 Bio Diesel 1 1 2 Renewable Diesel 1 1 Gelatin 2 4 4 3 13 Casings 4 1 5 Environmental Services 4 1 5 Fertilizer 1 1 Pet Food 3 1 4 Hides 3 3 6 126 6 49 10 3 1 195 Under Construction: Rendering 2 21 European categories for rendering of animal by-products: • C3 – food-grade material, for food and feed products • C2 – unfit for food or animal feed, can be used as fertilizer • C1 – must be destroyed; used to generate green energy * Note: List excludes administrative and dedicated sales offices. *Includes transfer stations and blending Locations by Continent and Process


 
Adjusted EBITDA is not a recognized accounting measurement under GAAP; it should not be considers as an alternative to net income, as a measure of operating results, or as an alternative to cash flow as a measure of liquidity, and is not intended to be a presentation in accordance with GAAP. Adjusted EBITDA is presented here not as an alternative to net income, but rather as a measure of the Company’s operating performance. Since EBITDA (generally, net income plus interest expenses, taxes, depreciation and amortization) is not calculated identically by all companies, this presentation may not be comparable to EBITDA or Adjusted EBITDA presentations disclosed by other companies. Adjusted EBITDA is calculated in this presentation and represents, for any relevant period, net income/(loss) plus depreciation and amortization, goodwill and long-lived asset impairment, interest expense, (income)/loss from discontinued operations, net of tax, income tax provision, other income/(expense) and equity in net loss of unconsolidated subsidiary. Management believes that Adjusted EBITDA is useful in evaluating the Company’s operating performance compared to that of other companies in its industry because the calculation of Adjusted EBITDA generally eliminates the effects of financing, income taxes and certain non-cash and other items that may vary for different companies for reasons unrelated to overall operating performance. As a result, the Company’s management uses Adjusted EBITDA as a measure to evaluate performance and for other discretionary purposes. In addition to the foregoing, management also uses or will use Adjusted EBITDA to measure compliance with certain financial covenants under the Company’s Senior Secured Credit Facilities and 5.375% Notes and 4.75% Notes that were outstanding at July 2, 2016. However, the amounts shown in this presentation for Adjusted EBITDA differ from the amounts calculated under similarly titled definitions in the Company’s Senior Secured Credit Facilities and 5.375% Notes and 4.75% Notes, as those definitions permit further adjustments to reflect certain other non-recurring costs, non-cash charges and cash dividends from the DGD Joint Venture. Additionally, the Company evaluates the impact of foreign exchange impact on operating cash flow, which is defined as segment operating income (loss) plus depreciation and amortization. 22 Non-U.S. GAAP Measures


 

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