DARLING INGREDIENTS INC. (NYSE:DAR) Files An 8-K Regulation FD DisclosureItem 9.01.
Regulation FD Disclosure.
On November 29, 2017, Darling Ingredients Inc. (the “Company”) will deliver an investor presentation that includes the material attached to this Current Report on Form 8-K (this “Current Report”) as Exhibit 99.1. The Company is making reference to non-GAAP financial measures in the presentation. A reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures is contained in the attached presentation. The information contained in this Current Report, including Exhibit 99.1, is being furnished to Item 9.01, and the information contained therein shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities under that Section. Furthermore, the information contained in Exhibit 99.1 shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933.
This Current Report, including Exhibit 99.1, contains forward-looking statements regarding the business operations and prospects of the Company 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 the Company’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, reduced demand for animal feed, or otherwise; reduced finished product prices, including a decline in fat and used cooking oil finished product prices; changes to worldwide government policies relating to renewable fuels and greenhouse gas (“GHG”) emissions that adversely affect programs like the U.S. governments renewable fuel standard, low carbon fuel standards (“LCFS”) and tax credits for biofuels both in the United States and abroad; possible product recall resulting from developments relating to the discovery of unauthorized adulterations to food or food additives; the occurrence of 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 (including, without limitation, China) regulations (including new or modified animal feed, Bird Flu, PED or BSE or similar or unanticipated regulations) affecting the industries in which the Company operates or its value added products; risks associated with the DGD Joint Venture, including possible unanticipated operating disruptions and issues relating to the announced expansion project; 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; 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. In addition, 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 the Company, 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. 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.
Item 9.01. Financial Statements and Exhibits.
(d)Exhibits.
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99.1 |
Investor presentation material (furnished to Item 9.01).
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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.
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DARLING INGREDIENTS INC. |
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Date:November 29, 2017 |
By: |
/s/ Patrick C. Lynch |
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Patrick C. Lynch |
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Executive Vice President |
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Chief Financial Officer |
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(Principal Financial Officer) |
EXHIBIT LIST
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99.1 |
Investor presentation material (furnished DARLING INGREDIENTS INC. ExhibitEX-99.1 2 darlingbofamlconfpresent.htm EXHIBIT 99.1 darlingbofamlconfpresent BofAML Leveraged
Finance Conference
Presentation
November 2017
Exhibit 99.1
1
Date
Safe Harbor Statement
This presentation contains “forward-looking” statements regarding the business operations and prospects of Darling Ingredients Inc. (the “Company”) and industry factors affecting
it. These statements are identified by words such as “believe,…To view the full exhibit click
hereAbout DARLING INGREDIENTS INC. (NYSE:DAR) Darling Ingredients Inc., formerly Darling International Inc., is a developer and producer of sustainable natural ingredients from edible and inedible bio-nutrients. The Company offers a range of ingredients and specialty solutions for customers in the food, pet food, pharmaceutical, feed, fuel, bioenergy and fertilizer industries. The Company operates in three segments: Feed Ingredients, which includes the edible and inedible animal by-products, bakery and hides business lines; Food Ingredients, which includes the gelatin, casings and edible fats business lines, and Fuel Ingredients, which includes the biofuel and bioenergy business lines. It recycles animal by-product streams into useable and specialty ingredients, such as gelatin, tallow, feed-grade fats, meat and bone meal, poultry meal, yellow grease, fuel feed stocks, green energy, natural casings and hides. The Company also recovers and converts used cooking oil and commercial bakery residuals into feed and fuel ingredients. |
