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International Flavors & Fragrances Inc. 8-K Filings

IFF NYSE

Every 8-K that International Flavors & Fragrances Inc. (IFF) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow IFF and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full IFF filings page.

Rhea-AI 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.

Rhea-AI Summary

International Flavors & Fragrances Inc. reported second-quarter 2026 results on a continuing-operations basis, with net sales of $1,954 million, up 2% year over year and 6% on a comparable currency-neutral basis. Adjusted operating EBITDA was $408 million with a 20.9% margin, and adjusted EPS ex amortization was $0.82. Operating cash flow for the first six months was $679 million and free cash flow $378 million, both significantly higher than a year earlier.

The company entered a definitive agreement to sell its Food Ingredients disposal group to funds advised by CVC Capital Partners for approximately $3.8 billion in net cash proceeds, retaining about a 10% minority equity interest. Food Ingredients and the previously divested SCL disposal group are classified as discontinued operations. Roughly $100 million of stranded corporate costs are expected after closing, with plans to remove about two thirds within one year and substantially all within two years.

IFF outlined a capital allocation plan that applies divestiture proceeds to reduce outstanding debt by over $1 billion, targeting leverage of 2.0x–2.5x net debt to EBITDA; net debt to credit adjusted EBITDA stood at 2.5x at quarter end. The board approved an enhanced $2.5 billion share repurchase authorization, including a $500 million accelerated share repurchase in the second half of 2026 and the remaining $2.0 billion targeted for completion by the end of 2027. For 2026 continuing operations, IFF guides to sales of $7.4–$7.6 billion and adjusted operating EBITDA of $1.53–$1.60 billion, implying comparable currency-neutral sales growth of 2%–4% and adjusted EBITDA growth of 4%–8%.

Rhea-AI Summary

International Flavors & Fragrances Inc. entered a new Term Loan Credit Agreement providing a senior unsecured delayed draw term loan facility of $1,000,000,000. The facility allows a single U.S. dollar borrowing through September 25, 2026 and matures on December 31, 2027.

IFF plans to use the loan proceeds, together with cash on hand, to refinance its €800 million aggregate principal amount of 1.800% Senior Notes due September 25, 2026. Borrowings bear interest at Term SOFR plus a margin of 0.875%–1.500% per year, or at a base rate plus a 0.000%–0.500% margin, based on the company’s public debt ratings, and no commitment fee is payable.

The agreement requires mandatory prepayment of outstanding borrowings with 100% of net cash proceeds from the sale of IFF’s Food Ingredients business segment, which is expected to generate approximately $3.8 billion in net cash proceeds and to close by the end of the second quarter of 2027. The facility includes a financial covenant requiring IFF to maintain a maximum net debt to consolidated EBITDA ratio of 3.75 to 1.00.

Rhea-AI Summary

International Flavors & Fragrances Inc. is reshaping its portfolio by agreeing to sell its Food Ingredients business to Foxtrot US Bidco, an affiliate of CVC Capital Partners. The deal values the business at approximately $4.3 billion.

IFF expects to receive about $3.8 billion in net cash, subject to customary adjustments, plus a minority equity interest currently valued at roughly $200 million, representing an estimated 9.9% stake at closing. Completion depends on customary conditions, including regulatory clearances under the Hart‑Scott‑Rodino Act and other non‑U.S. regimes, as well as the accuracy of representations and performance of covenants by both parties. The agreement includes standard termination rights if closing has not occurred by May 28, 2027 or if certain conditions fail.

Rhea-AI Summary

International Flavors & Fragrances Inc. reported a return to profitability in the first quarter of 2026 while reaffirming its full-year outlook. Reported net sales were $2.74 billion, down 4% versus a year ago, but comparable currency neutral sales rose 3% with growth across all segments.

Net income attributable to shareholders was $169 million, or $0.66 per diluted share, compared with a prior-year loss driven by a goodwill impairment. Adjusted operating EBITDA was $568 million with a 20.7% margin, and adjusted EPS excluding amortization was $1.25. Operating cash flow increased to $257 million and free cash flow reached $92 million.

The company is progressing a disciplined sale process for its Food Ingredients business and completed the divestiture of its Soy Crush, Concentrates and Lecithin group in March. IFF reaffirmed 2026 guidance for sales of $10.5–$10.8 billion and adjusted operating EBITDA of $2.05–$2.15 billion, with expected comparable currency neutral growth in both sales and adjusted EBITDA.

Rhea-AI Summary

International Flavors & Fragrances Inc. reported results of its Annual Meeting of Shareholders held on April 29, 2026. Shareholders elected ten directors to serve terms expiring at the 2027 annual meeting, with each nominee receiving substantially more votes in favor than against.

Shareholders also ratified the selection of PricewaterhouseCoopers LLP as independent registered public accounting firm for 2026, with 223,799,689 votes for, 15,434,021 against and 53,269 abstentions. In a non-binding advisory vote, shareholders approved the compensation of the company’s named executive officers for 2025, with 199,852,600 votes for, 29,195,584 against, 135,226 abstentions and 10,103,569 broker non-votes.

Rhea-AI Summary

International Flavors & Fragrances Inc. reported full-year 2025 net sales of $10.89 billion, down 5%, but comparable currency neutral sales grew 2%. The company posted a GAAP net loss of $374 million or $(1.46) per share, largely reflecting significant non‑recurring items.

Adjusted operating EBITDA was $2.09 billion with a 19.2% margin, and adjusted EPS excluding amortization was $4.20. Fourth quarter 2025 net sales were $2.59 billion, down 7%, with GAAP EPS of $0.07 and adjusted EPS excluding amortization of $0.80. Cash from operations was $850 million and free cash flow totaled $256 million.

IFF continued portfolio reshaping, completing several divestitures and launching a sale process for its Food Ingredients segment. For 2026, it guides sales of $10.5–$10.8 billion and adjusted operating EBITDA of $2.05–$2.15 billion, with comparable currency neutral sales growth targeted between 1% and 4%.

Rhea-AI Summary

International Flavors & Fragrances (IFF) furnished a press release reporting financial results for the quarter ended September 30, 2025. The company will host a live webcast to discuss third quarter 2025 results on November 5, 2025 at 9:00 a.m. ET, with access via ir.iff.com. A recording will be posted about one hour after the event and remain available for one year. The press release was furnished as an exhibit and is not deemed filed under the Exchange Act.

Rhea-AI Summary

International Flavors & Fragrances Inc. updated its corporate bylaws. On October 29, 2025, the company’s Board of Directors approved and adopted amended and restated bylaws, which became effective immediately. These bylaws govern how the company is managed and how its Board and shareholders operate.

The report explains that only a summary of the changes is provided and that the full details are contained in the complete text of the amended and restated bylaws, which are filed as an exhibit to the report. Investors and stakeholders who want to understand the exact governance changes can review the bylaws in the attached exhibit.

Rhea-AI Summary

International Flavors & Fragrances (IFF) announced Board changes pursuant to its Cooperation Agreement with the Icahn Group. On October 20, 2025, Brett Icahn and Dr. Richard Mulligan were appointed to the Board, effective immediately, following the departures of Vincent Intrieri and Margarita Paláu-Hernández.

Mr. Icahn joined the Audit Committee and Transaction Committee, while Dr. Mulligan joined the Innovation Committee. The company stated both departing directors left without any disagreement with IFF, management, or the Board. The Board determined that Mr. Icahn and Dr. Mulligan qualify as independent directors under NYSE rules. Both will participate in the non-employee director compensation arrangements described in IFF’s 2024 Proxy Statement.