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  4. [8-K] INTERNATIONAL FLAVORS & FRAGRANCES INC Reports Material Event

International Flavors & Fragrances (NYSE: IFF) recasts discontinued ops

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

International Flavors & Fragrances Inc. is selling its Food Ingredients business to funds advised by CVC Capital Partners and has completed the sale of its Soy Crush, Concentrates and Lecithin business. These disposals are treated as discontinued operations and represent a strategic shift with a major effect on operations and results.

The company will retain an approximately 10% minority equity interest in the Food Ingredients business, with closing expected by the end of the second quarter of 2027, subject to regulatory approvals and other customary conditions. Recast data show 2025 net sales of $7,630 million and net income from continuing operations of $746 million, offset by a $(1,105) million loss from discontinued operations, resulting in a $(361) million net loss attributable to shareholders and Total Adjusted Operating EBITDA of $1,552 million. For the three months ended March 31, 2026, net sales were $1,906 million, net income attributable to shareholders was $169 million, and recast Total Adjusted Operating EBITDA was $433 million.

Positive

  • None.

Negative

  • None.

Filing Explained

This Form 8-K furnishes supplemental, unaudited recast financial information to show Food Ingredients and SCL as discontinued operations; it expressly does not restate previously filed financial statements, while the Food Ingredients sale remains pending.

Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Net sales 2025 $7,630 million Year ended December 31, 2025, after reclassifying Food Ingredients and SCL as discontinued operations
Net income from continuing operations 2025 $746 million Year ended December 31, 2025, continuing operations
Net income from discontinued operations 2025 $(1,105) million Year ended December 31, 2025, Food Ingredients and SCL disposal groups
Net income attributable to IFF shareholders 2025 $(361) million Year ended December 31, 2025, total company after discontinued operations
Net sales Q1 2026 $1,906 million Three months ended March 31, 2026, continuing operations
Net income attributable to IFF shareholders Q1 2026 $169 million Three months ended March 31, 2026, total company after discontinued operations
Total Adjusted Operating EBITDA 2025 recast $1,552 million Year ended December 31, 2025, recast to exclude discontinued Food Ingredients and SCL
Total Adjusted Operating EBITDA Q1 2026 recast $433 million Three months ended March 31, 2026, recast continuing operations
discontinued operations financial
"presented as discontinued operations under U.S. generally accepted accounting principles"
Discontinued operations are parts of a company that it has decided to sell or shut down, and no longer plans to run in the future. This matters to investors because it helps them understand which parts of the business are ongoing and which are being phased out, providing a clearer picture of the company’s current performance and future prospects. Think of it like a store closing a department—it no longer contributes to sales or profits.
Adjusted Operating EBITDA financial
"Total Adjusted Operating EBITDA | $ | 2,086 | | | $ | 1,552"
A measure of a company's recurring profit from its core business before paying interest, taxes and accounting charges for wear and tear, with additional adjustments to remove one-time, non-cash or non-operational items so the figure reflects normal, ongoing performance. Investors use it to see the business’s cash-earning ability and to compare companies more fairly, like judging a car’s regular fuel efficiency after ignoring rare long trips or repairs.
held for sale financial
"met the held for sale and discontinued operations accounting criteria"
An asset or a group of assets classified as 'held for sale' is one the company intends to sell rather than keep using, and management has committed to that plan with an active effort to find a buyer. Investors care because these items are removed from ongoing operating results and valued differently, offering a clearer view of the business’s continuing performance—think of it like marking a piece of furniture for the garage sale rather than counting it as part of your regular household setup.
impairment of goodwill financial
"Impairment of Goodwill (d) | (1,153)"
An impairment of goodwill happens when the extra value a company recorded for purchases like brands, customer lists or reputation turns out to be worth less than originally thought, so accountants reduce that value on the books. It matters to investors because it signals that past acquisitions are not delivering expected benefits, like discovering a purchased car is less reliable than advertised, and can lower reported earnings and the company's perceived future cash-generating power.
divestiture and integration costs financial
"Divestiture and Integration Costs (f) | (51)"
Non-GAAP financial measures financial
"This Exhibit 99.1 contains non-GAAP financial measures, including"
Non-GAAP financial measures are numbers companies use to show their financial performance that exclude certain expenses or income. They help investors see how the company might perform without one-time costs or other unusual items, giving a different perspective from official reports. However, since they can be adjusted, they don’t always tell the full story and should be looked at alongside standard financial figures.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What business is International Flavors & Fragrances (IFF) divesting?
IFF is divesting its Food Ingredients business, selling substantially all related assets and certain liabilities to funds advised by CVC Capital Partners. The Food Ingredients portfolio includes texturants, emulsifiers, plant-based solutions and other specialty ingredients for multinational food and beverage customers.

When is the IFF (IFF) Food Ingredients sale expected to close?
The Food Ingredients sale is expected to close by the end of the second quarter of 2027, subject to applicable information and consultation requirements and customary closing conditions, including any required regulatory approvals in relevant jurisdictions.

What ownership stake will IFF (IFF) retain in the Food Ingredients business?
IFF will retain an approximately 10% minority equity interest in the Food Ingredients business. This ongoing stake is intended to permit continued collaboration and cooperation and allows IFF and its shareholders to participate in any future value creation under new ownership.

How did discontinued operations impact IFF (IFF) results for 2025?
For 2025, IFF reported net sales of $7,630 million and net income from continuing operations of $746 million, alongside a $(1,105) million loss from discontinued operations, leading to a $(361) million net loss attributable to IFF shareholders.

What were IFF (IFF) recast Adjusted Operating EBITDA figures for 2025?
Recast Total Adjusted Operating EBITDA for the year ended December 31, 2025 was $1,552 million, compared with $2,086 million as previously reported, reflecting the reclassification of the Food Ingredients and SCL disposal groups as discontinued operations and related perimeter and allocation changes.

What are IFF (IFF) key recast metrics for the quarter ended March 31, 2026?
For the three months ended March 31, 2026, IFF reported net sales of $1,906 million, net income attributable to shareholders of $169 million, and recast Total Adjusted Operating EBITDA of $433 million, after treating the Food Ingredients and SCL businesses as discontinued operations.
0000051253false00000512532026-08-042026-08-040000051253us-gaap:CommonStockMember2026-08-042026-08-040000051253iff:A1.800SeniorNotesDue2026Member2026-08-042026-08-04

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)August 4, 2026
_____________________
INTERNATIONAL FLAVORS & FRAGRANCES INC.
(Exact Name of Registrant as Specified in Charter)
_____________________
New York1-485813-1432060
(State or Other Jurisdiction
of Incorporation)		(Commission
File Number)		(I.R.S. Employer
Identification No.)
521 West 57th Street,New York,New York10019
(Address of Principal Executive Offices)(Zip Code)
Registrant’s telephone number, including area code(212)765-5500
___________________
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:
☐ 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 classTrading Symbol(s)
Name of each exchange
on which registered
Common Stock, par value 12 1/2¢ per shareIFFNew York Stock Exchange
1.800% Senior Notes due 2026IFF 26New York Stock Exchange
    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. ☐


Item 7.01 Regulation FD Disclosure
As announced on May 29, 2026, International Flavors & Fragrances Inc. (“IFF” or the “Company”) entered into a Purchase Agreement to sell its Food Ingredients business to funds advised by CVC Capital Partners (“the Purchaser”), pursuant to which the Purchaser will purchase substantially all of the assets and assume and acquire certain of the rights and liabilities of IFF or its applicable affiliates that relate to or are used in connection with IFF’s Food Ingredients business (the “Food Ingredients disposal group”). As part of the transaction, IFF has chosen to retain an approximately 10% minority equity interest in the business, permitting continued collaboration and cooperation between IFF and Food Ingredients and allowing IFF and its shareholders to participate in future value creation under its new ownership.
The Food Ingredients disposal group consists of a diversified portfolio across texturants, emulsifiers, plant-based solutions, and other specialty ingredients serving multinational food and beverage customers. The sale of the Food Ingredients disposal group is expected to close by the end of the second quarter of 2027, subject to applicable information and/or consultation requirements and customary closing conditions, including regulatory approvals, where required.
The Company determined that the sale of the Food Ingredients disposal group, combined with the sale of the Soy Crush, Concentrates, and Lecithin business, which was completed on March 2, 2026 (the “SCL disposal group”), represented a strategic shift that will have a major effect on IFF’s operations and results and met the held for sale and discontinued operations accounting criteria. Accordingly, for all periods presented, the results of these disposal groups are presented as discontinued operations under U.S. generally accepted accounting principles within this Form 8-K.
In order to assist investors in understanding the impact of the separation on the Company’s financial results, the Company is furnishing in Exhibit 99.1 to this Current Report, recast unaudited financial information for the three months ended March 31, 2025, three months ended June 30, 2025, three months ended September 30, 2025, three months and year ended December 31, 2025, and three months ended March 31, 2026 to reflect the separation of the Company’s Food Ingredients and SCL disposal groups and their classification as discontinued operations and certain other minor adjustments, primarily related to perimeter adjustments and allocation changes.
This Form 8-K and the accompanying Exhibit 99.1 do not restate any previously filed financial statements, nor do they reflect any subsequent events or adjustments, other than those necessary to reflect the reclassification of the Company’s Food Ingredients and SCL disposal groups as discontinued operations. This information should be read in conjunction with the Company’s Annual Report on Form 10-K and Quarterly Reports on Form 10-Q for the year ended December 31, 2025 and Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, filed with the Securities and Exchange Commission.
The information contained in this Item 7.01 is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.

Cautionary Statement Under The Private Securities Litigation Reform Act of 1995
This Current Report on Form 8-K contains “forward-looking statements” within the meaning of The Private Securities Litigation Reform Act of 1995. Such forward-looking statements are based on management’s current assumptions, estimates, and expectations, including with respect to the Company’s financial and operational outlook (sales, adjusted operating EBITDA and cash flow), portfolio optimization initiatives (including the pending divestiture of our Food Ingredients disposal group), pricing, productivity and cost-discipline actions, capital allocation, future operations, growth potential, strategic investments and the expected effects of foreign exchange. These statements reflect management’s present views, are based on a series of expectations, assumptions, estimates and projections about the Company, are subject to change, and involve uncertainties that could cause actual results to differ materially.
Certain of such forward-looking information may be identified by such terms as “expect”, “anticipate”, “believe”, “intend”, “outlook”, “may”, “will”, “would”, “estimate”, “should”, “predict”, “plan”, “project”, “could”,


“potential”, “seek”, “target”, “continue”, “future”, and similar terms or variations thereof. These statements are not guarantees of future performance and are subject to risks and uncertainties that could lead to materially different outcomes.
Such risks, uncertainties and other factors include, among others, the following: (1) demand trends, competitive dynamics and customer concentration in the Company’s end markets; (2) execution of the Company’s strategic transformation and other strategic transactions, divestitures, acquisitions, collaborations and joint ventures; (3) working capital and inventory management; (4) outcomes of legal claims, disputes, regulatory investigations and litigation; (5) tariffs and trade actions, supply chain disruptions and macro events, including geopolitical developments, climate events, natural disasters, public health crises; (6) volatility in input costs (such as raw materials, transportation and energy); (7) attraction, retention and turnover of key employees and executives; (8) product innovation, time-to-market, product safety and quality; (9) cybersecurity incidents, artificial intelligence related risks, data privacy and compliance with data protection laws; (10) exposure to emerging markets, foreign currency fluctuations and international regulatory and political risks; (11) capital allocation, dividend policy and potential impairments of tangible or intangible assets; (12) the Company’s indebtedness, credit rating, liquidity, and access to capital; (13) pension and postretirement obligations; (14) compliance with federal, state, local and international rules and regulations, and regulatory, environmental, anti-corruption and sanctions laws and related ethical business practices; (15) protection and enforcement of intellectual property; (16) changes in tax laws and policies, tax audits and outcomes, including potential tax liabilities related to prior transactions; and (17) changes in federal, state, local and international rules and regulations.
The foregoing list of important factors does not include all such factors, nor necessarily present them in order of importance. Important factors are described under “Risk Factors” in the Company’s most recent Annual Report on Form 10-K and in the Company’s subsequent filings with the SEC, and those disclosures are incorporated herein by reference.
The Company intends its forward-looking statements to speak only as of the time of such statements and does not undertake or plan to update or revise them as more information becomes available or to reflect changes in expectations, assumptions or results, whether as a result of new information, future events or otherwise. The Company can give no assurance that such expectations or forward-looking statements will prove to be correct. An occurrence of, or any material adverse change in, one or more of the risk factors or risks and uncertainties referred to in this Form 8-K or included in the Company’s other periodic reports filed with the SEC could materially and adversely impact the Company’s operations and the Company’s future financial results.
Any public statements or disclosures made by the Company following this communication that modify or impact any of the forward-looking statements contained in or accompanying this communication will be deemed to modify or supersede such outlook or other forward-looking statements in or accompanying this communication.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
NumberDescription
99.1
International Flavors & Fragrances, Inc. Recast Unaudited Financial Information
104Cover Page Interactive Data File (embedded within the Inline XBRL document)



SIGNATURE
    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.
INTERNATIONAL FLAVORS & FRAGRANCES INC.
By: /s/ Michael DeVeau
Name: Michael DeVeau
Title:Executive Vice President, Chief Financial Officer
Dated:August 4, 2026


INTERNATIONAL FLAVORS & FRAGRANCES INC.
CONSOLIDATED STATEMENTS OF INCOME (LOSS) (UNAUDITED)(1)

Three months endedThree months endedThree months endedThree months endedYear endedThree months ended
March 31,June 30,September 30,December 31,December 31,March 31,
(DOLLARS AND SHARES IN MILLIONS EXCEPT PER SHARE AMOUNTS)202520252025202520252026
Net sales$2,050 $1,919 $1,869 $1,792 $7,630 $1,906 
Cost of sales1,198 1,095 1,070 1,064 4,427 1,077 
Gross profit852 824 799 728 3,203 829 
Research and development expenses155 170 162 162 649 154 
Selling and administrative expenses390 409 348 373 1,520 334 
Amortization of acquisition-related intangibles80 82 84 72 318 84 
Impairment of goodwill34 — — — 34 — 
Restructuring and other charges15 20 14 19 68 4 
Losses (gains) on sale of assets— 1 — — 1 — 
Operating profit (loss)178 142 191 102 613 253 
Interest expense71 61 48 49 229 44 
Gain on extinguishment of debt— (488)— — (488)— 
Losses (gains) on business disposals— 111 — (2)109 — 
Other expense (income), net19 20 13 21 73 13 
Income (loss) before taxes from continuing operations88 438 130 34 690 196 
Provision (benefit) for income taxes20 (112)31 5 (56)41 
Net income (loss) from continuing operations68 550 99 29 746 155 
Net income (loss) from discontinued operations, net of tax(1,085)49 (58)(11)(1,105)15 
Net income (loss)(1,017)599 41 18 (359)170 
Net income attributable to non-controlling interests from continuing operations1 — — — 1 1 
Net income attributable to non-controlling interests from discontinued operations— — 1 — 1 — 
Net income (loss) attributable to IFF shareholders$(1,018)$599 $40 $18 $(361)$169 
Income (loss) per share - basic
Continuing operations$0.26 $2.15 $0.39 $0.11 $2.91 $0.60 
Discontinued operations(4.24)0.19 (0.23)(0.04)(4.32)0.06 
Net income (loss) per share - basic$(3.98)$2.34 $0.16 $0.07 $(1.41)$0.66 
Income (loss) per share - diluted
Continuing operations$0.26 $2.14 $0.39 $0.11 $2.90 $0.60 
Discontinued operations(4.22)0.19 (0.23)(0.04)(4.31)0.06 
Net income (loss) per share - diluted$(3.96)$2.33 $0.16 $0.07 $(1.41)$0.66 
Average number of shares outstanding
Average number of shares outstanding - basic256 256 256 256 256 256 
Average number of shares outstanding - diluted257 257 257 257 257 257 




INTERNATIONAL FLAVORS & FRAGRANCES INC.
RECAST REPORTABLE SEGMENT FINANCIAL INFORMATION (UNAUDITED)(1)


Three months ended
March 31, 2025		Three months ended
June 30, 2025		Three months ended
September 30, 2025		Three months ended
December 31, 2025		Year ended
December 31, 2025
(DOLLARS IN MILLIONS)
As Reported(3)
Recast
As Reported(3)
Recast
As Reported(3)
Recast
As Reported(3)
Recast
As Reported(3)
Recast
Taste
Sales$627 $650 $631 $654 $635 $658 $588 $611 $2,481 $2,573 
Cost of sales(377)(394)(377)(397)(379)(399)(367)(387)(1,500)(1,577)
Gross profit250 256 254 257 256 259 221 224 981 996 
Research and development expenses(40)(41)(47)(49)(41)(41)(44)(45)(172)(176)
Selling and administrative expenses(94)(101)(98)(108)(103)(112)(101)(110)(396)(431)
Depreciation expense add-back(2)
15 15 16 17 16 17 18 19 65 68 
Adjusted Operating EBITDA$131 $129 $125 $117 $128 $123 $94 $88 $478 $457 
Scent
Sales$614 $614 $603 $603 $652 $652 $610 $610 $2,479 $2,479 
Cost of sales(344)(343)(336)(336)(374)(372)(370)(370)(1,424)(1,421)
Gross profit270 271 267 267 278 280 240 240 1,055 1,058 
Research and development expenses(55)(58)(62)(62)(63)(64)(61)(62)(241)(246)
Selling and administrative expenses(86)(90)(92)(101)(97)(107)(91)(101)(366)(399)
Depreciation expense add-back(2)
15 15 17 17 17 18 18 19 67 69 
Adjusted Operating EBITDA$144 $138 $130 $121 $135 $127 $106 $96 $515 $482 
Health & Biosciences
Sales$540 $520 $577 $559 $577 $559 $589 $571 $2,283 $2,209 
Cost of sales(298)(282)(311)(294)(315)(299)(322)(307)(1,246)(1,182)
Gross profit242 238 266 265 262 260 267 264 1,037 1,027 
Research and development expenses(52)(51)(55)(55)(57)(57)(55)(56)(219)(219)
Selling and administrative expenses(81)(92)(91)(101)(87)(101)(89)(99)(348)(393)
Depreciation expense add-back(2)
29 28 31 30 32 32 32 32 124 122 
Adjusted Operating EBITDA$138 $123 $151 $139 $150 $134 $155 $141 $594 $537 
Pharma Solutions
Sales$266 $266 $103 $103 — — — — $369 $369 
Cost of sales(180)(180)(68)(68)— — — — (248)(248)
Gross profit86 86 35 35 — — — — 121 121 
Research and development expenses(5)(5)(3)(3)— — — — (8)(8)
Selling and administrative expenses(32)(32)(10)(10)— — — — (42)(42)
Depreciation expense add-back(2)
5 5 — — — — — — 5 5 
Adjusted Operating EBITDA$54 $54 $22 $22 — — — — $76 $76 



INTERNATIONAL FLAVORS & FRAGRANCES INC.
RECAST REPORTABLE SEGMENT FINANCIAL INFORMATION (UNAUDITED)(1)

Three months ended
March 31, 2026
(DOLLARS IN MILLIONS)
As Reported(3)
Recast
Taste
Sales$656 $680 
Cost of sales(375)(393)
Gross profit281 287 
Research and development expenses(43)(45)
Selling and administrative expenses(101)(108)
Depreciation expense add-back(2)
16 18 
Adjusted Operating EBITDA$153 $152 
Scent
Sales$651 $651 
Cost of sales(375)(375)
Gross profit276 276 
Research and development expenses(54)(56)
Selling and administrative expenses(92)(97)
Depreciation expense add-back(2)
18 18 
Adjusted Operating EBITDA$148 $141 
Health & Biosciences
Sales$595 $575 
Cost of sales(327)(309)
Gross profit268 266 
Research and development expenses(55)(53)
Selling and administrative expenses(92)(105)
Depreciation expense add-back(2)
32 32 
Adjusted Operating EBITDA$153 $140 

_______________________
(1) Revised Consolidated Statements of Income (Loss) and Recast Reportable Segment Financial Information for all periods presented reflect the Food Ingredients and SCL disposal groups as discontinued operations.
(2) There is depreciation recorded within cost of sales, research & development expenses, and selling & administrative expenses, which is then added back to calculate segment Adjusted Operating EBITDA from continuing operations.
(3) As reported represents amounts as previously filed in our interim and annual financial statements prior to any impact of discontinued operations.









INTERNATIONAL FLAVORS & FRAGRANCES INC.
RECAST REPORTABLE SEGMENT FINANCIAL INFORMATION (UNAUDITED)(1)

Three months ended
March 31, 2025		Three months ended
June 30, 2025		Three months ended
September 30, 2025		Three months ended
December 31, 2025		Year ended
December 31, 2025
(DOLLARS IN MILLIONS)
As Reported(3)
Recast
As Reported(3)
Recast
As Reported(3)
Recast
As Reported(3)
Recast
As Reported(3)
Recast
Total Adjusted Operating EBITDA$578 $444 $552 $399 $519 $384 $437 $325 $2,086 $1,552 
Reconciliation of Adjusted Operating EBITDA
Depreciation & Amortization(236)(142)(242)(146)(247)(151)(237)(142)(962)(581)
Interest Expense(71)(71)(61)(61)(48)(48)(49)(49)(229)(229)
Other Expense, net(a)
(20)(19)(10)(20)(14)(13)(21)(21)(65)(73)
Restructuring and Other Charges(b)
(17)(15)(21)(20)(16)(14)(16)(19)(70)(68)
Loss on Assets Classified as Held for Sale(c)
— — — — (108)— (7)— (115)— 
Impairment of Goodwill(d)
(1,153)(34)— — — — — — (1,153)(34)
(Losses) Gains on Business Disposals(e)
— — (111)(111)— — 2 2 (109)(109)
Divestiture and Integration Costs(f)
(51)(51)(26)(26)(13)(11)(35)(10)(125)(98)
Strategic Initiative Costs(g)
(8)(8)(6)(6)(10)(10)(11)(11)(35)(35)
Regulatory Costs(h)
(11)(11)(53)(53)(7)(7)(35)(35)(106)(106)
Gain on Debt Extinguishment(i)
— — 488 488 — — — — 488 488 
Entity Realignment Costs(j)
(1)(1)(4)(4)— — (3)(3)(8)(8)
Other(k)
(4)(4)(2)(2)— — (3)(3)(9)(9)
Income (Loss) Before Taxes$(994)$88 $504 $438 $56 $130 $22 $34 $(412)$690 

Three months ended
March 31, 2026
(DOLLARS IN MILLIONS)
As Reported(3)
Recast
Total Adjusted Operating EBITDA$568 $433 
Reconciliation of Adjusted Operating EBITDA
Depreciation & Amortization(246)(152)
Interest Expense(44)(44)
Other Expense, net(a)
(13)(13)
Restructuring and Other Charges(b)
(6)(4)
(Losses) Gains on Business Disposals(e)
(7)— 
Divestiture and Integration Costs(f)
(24)(5)
Strategic Initiative Costs(g)
(9)(9)
Regulatory Costs(h)
(10)(10)
Entity Realignment Costs(j)
— (1)
Other(k)
— 1 
Income (Loss) Before Taxes$209 $196 
_______________________






a.2026 and 2025 as reported and recast figures primarily represents foreign exchange losses.
b.2026 and 2025 as reported and recast figures primarily represents costs related to the IFF Productivity Program including severance, fixed asset write-downs and site closure expenses, net of the gain on fixed assets previously written down.
c.As reported 2025 figures represents the loss on assets classified as held for sale of the Soy Crush, Concentrates and Lecithin (“SCL”) disposal group, which is reflected as discontinued operations.
d.As reported 2025 figures represents the impairment of goodwill related to the Food Ingredients reporting unit. Recast 2025 figures represents the impairment of goodwill attributable to the portion of the Food Ingredients reporting unit that is not included within the Food Ingredients or SCL disposal groups.
e.2025 as reported and recast figures primarily represents losses recognized as part of the sale of the Pharma Solutions disposal group, offset in part by gains recognized as part of the sale of the Nitrocellulose business and sale of the Rene Laurent business in France.
f.2026 and 2025 as reported figures primarily represents costs related to the Company’s completed and anticipated divestitures. These costs primarily consisted of external consulting fees, professional and legal fees and salaries of individuals who are fully dedicated to such efforts. 2026 and 2025 recast figures exclude costs related to the planned divestiture of the Food Ingredients disposal group.
g.2026 and 2025 as reported and recast figures represents costs related to the Company’s strategic assessment and business portfolio optimization efforts and reorganizing the Global Business Services (GBS) Centers. In 2026, the GBS reorganization has been expanded to include additional functions such as customer service, supply chain and logistics in addition to human resources, accounting and finance, as well as additional efforts to automate processes and expand the use of artificial intelligence (AI) for these functions. These costs primarily consisted of external consulting fees and salaries of individuals who are fully dedicated to such efforts. Costs to develop software and AI are only included to the extent that they do not qualify for capitalization.
h.2026 and 2025 as reported and recast figures represents costs primarily related to legal fees incurred and provisions recognized for the ongoing investigations of the fragrance businesses.
i.2025 as reported and recast figures represents the gain recognized on the extinguishment of debt in connection with the completion of the tender offers.
j.2025 as reported and recast figures represents costs related to a phased restructuring initiative aimed at optimizing its legal entity framework.
k.2025 as reported and recast figures represents the net impact of costs related to severance, including accelerated stock compensation expense, for certain executives who have separated from the Company, in addition to the impact of legislative changes in India related to the Wage Code.

Non-GAAP Financial Measures
This Exhibit 99.1 contains non-GAAP financial measures, including: (i) Adjusted Operating EBITDA.
Adjusted operating EBITDA excludes depreciation and amortization, interest expense, other expense (income), net, and certain non-recurring or unusual items such as restructuring and other charges, impairment of goodwill, losses (gains) on business disposals, loss on assets classified as held for sale, divestiture and integration costs, strategic initiatives costs, regulatory costs and other costs that are not related to recurring operations.
These non-GAAP financial measures are intended to provide additional information regarding our underlying operating results that reflect the sale of the Food Ingredients and SCL disposal groups and their classification as discontinued operations. Such information is supplemental to information presented in accordance with GAAP and is not intended to represent a presentation in accordance with GAAP. These non-GAAP measures should not be considered in isolation or as substitutes for analysis of the Company’s results under GAAP and may not be comparable to other companies’ calculation of such metrics.


Source: View Original Filing on SEC EDGAR

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