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Pyxus International (OTC: PYYX) Q1 revenue drops 14% while net loss improves

(Moderate)
(Neutral)
Form Type
10-Q

Rhea-AI Filing Summary

Pyxus International, Inc. reported fiscal first‑quarter 2027 results for the three months ended June 30, 2026. Sales and other operating revenues were $437.8 million, down 14.0% from $508.8 million, mainly from lower leaf tobacco prices in South America and Africa and shipment timing in North America. Gross profit was $61.4 million versus $65.6 million, with margin improving to 14.0% from 12.9%. Operating income was $15.7 million, and the net loss attributable to Pyxus narrowed to $7.3 million, or $0.28 per share, from a $15.8 million loss, helped by a $5.7 million income tax benefit and higher income from unconsolidated affiliates.

Unprocessed tobacco inventories were $393.5 million and processed tobacco $671.6 million; management notes total tobacco inventories declined $24.6 million, or 2.3%, year over year, with higher carry‑over processed volumes and slower green purchases. Debt totaled $1,284.6 million and cash and equivalents $175.9 million, resulting in net debt of $1,108.7 million. Net cash used in operating activities was $359.7 million, reflecting seasonal working‑capital build, funded largely by $353.6 million of net short‑term borrowings and $58.5 million of collections from securitized receivables. Management highlights elevated Southern Hemisphere crop production, higher uncommitted processed inventory of $60.3 million, reliance on foreign seasonal lines of credit with $351.4 million remaining available, and potential weather impacts from a forecast “Super” El Niño as key considerations.

Positive

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Negative

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Filing Explained

Debt agreements restricted dividends and constrained repurchases as of June 30, 2026; no shares were repurchased during the quarter.

The company’s Form 10-Q is an unaudited quarterly report covering the three months ended June 30, 2026. It reports $24,607,791 common shares outstanding as of July 31, 2026 and no equity repurchases during the quarter.

The board’s repurchase program remains authorized through August 15, 2027, but debt agreements currently limit aggregate repurchases to $1,000,000; the company says that limit was used in August 2024. As of June 30, 2026, payment of common dividends was restricted under those agreements, and no dividends were paid during the quarter.

The filing also says no directors or officers adopted or terminated a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement during the quarter. A Rule 10b5-1 plan is a written trading plan adopted in advance that executes trades under a schedule or formula.

Funds managed by Glendon, Monarch, and Owl Creek were holders of some of the company’s debt during the quarter; interest expense related to those investor-affiliated funds was $5,182, with $1,246 payable at quarter-end.

The next resolution point for the repurchase capacity is any change to the debt restrictions before the program’s August 15, 2027 expiration; further repurchases remain dependent on those restrictions and other stated conditions.

Sales and other operating revenues $437.8 million Three months ended June 30, 2026 consolidated sales and other operating revenues
Gross profit $61.4 million Three months ended June 30, 2026 gross profit
Net loss attributable to Pyxus International, Inc. $7.3 million Three months ended June 30, 2026 net loss attributable to the company
Net cash used in operating activities $359.7 million Three months ended June 30, 2026 net cash used in operating activities
Total debt liabilities $1,284.6 million Notes payable and long-term debt at June 30, 2026
Cash and cash equivalents $175.9 million Cash and cash equivalents at June 30, 2026
Net debt $1,108.7 million Total debt liabilities less cash and cash equivalents at June 30, 2026
Available borrowing capacity $504.0 million Remaining amount available under credit lines and letter of credit facilities at June 30, 2026
securitized receivables financial
"The Company sells trade receivables to unaffiliated financial institutions under various accounts receivable securitization facilities"
variable interest entities financial
"The Company holds variable interests in multiple entities that primarily procure or process inventory or are securitization entities"
A variable interest entity (VIE) is a business that a company controls through contracts or special arrangements instead of owning a majority of its shares, like steering a puppet without holding its ticket. Investors care because these arrangements can hide who really bears the financial risks and rewards, affect how assets and liabilities appear on financial statements, and create extra legal or enforcement uncertainty that can change the value and risk of an investment.
foreign seasonal lines of credit financial
"We typically finance our non-U.S. tobacco operations with committed and uncommitted short-term foreign seasonal lines of credit"
net debt financial
"We refer to "Net debt," a non-GAAP measure, as total debt liabilities less cash and cash equivalents"
Net debt is the total amount a company owes after subtracting the cash and assets it has that can be used to pay off that debt. It shows how much debt is truly a burden, helping investors understand if a company is financially healthy or heavily borrowed. Think of it like calculating how much money you owe after using your savings to pay part of it.
Super El Niño technical
"the current El Niño cycle is forecasted to reach its peak effects and has been characterized as a "Super" El Niño"
A super El Niño is a particularly strong phase of the El Niño climate pattern, where unusually warm sea surface temperatures in the central and eastern Pacific Ocean shift global weather patterns more intensely than typical El Niño events. For investors it matters because these extreme weather swings can change crop yields, energy demand, shipping routes, commodity prices, and insurance losses—think of it as a powerful weather pulse that can ripple through many parts of the economy.
Sales and other operating revenues $437.8 million Down $71.0 million, or 14.0%, from $508.8 million in 2025
Gross profit $61.4 million Down $4.2 million, or 6.4%, from $65.6 million in 2025
Operating income $15.7 million Down $5.3 million, or 25.2%, from $21.0 million in 2025
Net loss attributable to Pyxus International, Inc. $7.3 million Improved by $8.5 million from $15.8 million net loss in 2025
Net cash used in operating activities $359.7 million Improved by $135.6 million from $495.3 million used in 2025

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

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FAQ

How did Pyxus International (PYYX) perform in the quarter ended June 30, 2026?

Pyxus reported sales of $437.8 million and a net loss of $7.3 million for the quarter. Revenue fell 14.0% year over year, while gross margin improved to 14.0% and loss per share narrowed to $0.28 from $0.62.

What drove the revenue and gross profit changes for Pyxus International (PYYX)?

Revenue declined $71.0 million, or 14.0%, mainly from lower average sales prices in South America and Africa and timing of North American shipments. Gross profit decreased $4.2 million, but gross margin rose to 14.0% due to favorable regional mix, particularly in Europe.

What is Pyxus International’s (PYYX) liquidity position and borrowing capacity?

At June 30, 2026 Pyxus held $175.9 million of cash and equivalents and working capital of $390.6 million. Total borrowing capacity across facilities was $1,331.3 million, with $504.0 million remaining available, including full $150.0 million under the ABL Credit Facility.

How leveraged is Pyxus International (PYYX) as of June 30, 2026?

Total debt liabilities were $1,284.6 million, consisting of notes payable and long‑term debt. After offsetting $175.9 million of cash and equivalents, Pyxus reported net debt of $1,108.7 million, reflecting significant reliance on debt financing for seasonal working capital.

What is happening with Pyxus International’s (PYYX) tobacco inventories?

Unprocessed tobacco was $393.5 million and processed tobacco $671.6 million at June 30, 2026. Management states total tobacco inventories fell $24.6 million year over year, while uncommitted processed inventory increased to $60.3 million amid an oversupplied market.

What key risks and external factors did Pyxus International (PYYX) highlight?

Pyxus cites elevated Southern Hemisphere crop production, reliance on foreign seasonal lines of credit with $351.4 million available, and potential weather impacts from a forecast “Super” El Niño. It also notes a Brazilian tax assessment totaling $11.538 million including penalties and interest.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED June 30, 2026.

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM _______ TO _______.

000-25734
(Commission File Number)
Image1.jpg
Pyxus International, Inc.
(Exact name of registrant as specified in its charter)

Virginia85-2386250
(State or other jurisdiction of incorporation)(I.R.S. Employer Identification No.)
 6001 Hospitality Court, Suite 100
Morrisville,North Carolina27560
(Address of principal executive offices)(Zip Code)
(919) 379-4300
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act: None

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.   

Large accelerated filer                                           
Non-accelerated filer   
Accelerated filer   ☐                    

Smaller reporting company    
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.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes No

As of July 31, 2026, the registrant had 24,607,791 shares outstanding of Common Stock (no par value).
1


Pyxus International, Inc. and Subsidiaries
Table of Contents
Page No.
Part I
Financial Information
Item 1.Financial Statements (Unaudited)
Condensed Consolidated Statements of Operations
3
Condensed Consolidated Statements of Comprehensive Loss
4
Condensed Consolidated Balance Sheets
5
Condensed Consolidated Statements of Stockholders’ Equity
6
Condensed Consolidated Statements of Cash Flows
7
Notes to Condensed Consolidated Financial Statements
8
Item 2.
Management's Discussion and Analysis of Financial Condition and Results of Operations
23
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
30
Item 4.
Controls and Procedures
30
Part II
Other Information
Item 1.
Legal Proceedings
31
Item 1A.
Risk Factors
31
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
31
Item 5.
Other Information
31
Item 6.
Exhibits
31
Signature
32





2


Part I. Financial Information

Item 1. Financial Statements

Pyxus International, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
(Unaudited)
Three Months Ended
June 30,
(in thousands, except per share data)20262025
Sales and other operating revenues$437,795 $508,815 
Cost of goods and services sold376,381 443,189 
Gross profit61,414 65,626 
Selling, general, and administrative expenses43,935 40,369 
Other expense, net1,257 4,176 
Restructuring and asset impairment charges557 81 
Operating income15,665 21,000 
Interest expense, net29,842 29,767 
Loss before income taxes and other items(14,177)(8,767)
Income tax (benefit) expense(5,716)5,227 
Income (loss) from unconsolidated affiliates, net1,422 (1,269)
Net loss(7,039)(15,263)
Net income attributable to noncontrolling interests241 562 
Net loss attributable to Pyxus International, Inc.$(7,280)$(15,825)
Loss per share:
Basic$(0.28)$(0.62)
Diluted$(0.28)$(0.62)
Weighted average number of shares outstanding:
Basic26,056 25,670 
Diluted26,056 25,670 
See accompanying notes to condensed consolidated financial statements.







3


Pyxus International, Inc. and Subsidiaries
Condensed Consolidated Statements of Comprehensive Loss
(Unaudited)
Three Months Ended
June 30,
(in thousands)20262025
Net loss$(7,039)$(15,263)
Other comprehensive income, net of tax:
Foreign currency translation adjustment(114)2,039 
Cash flow hedges589 1,457 
Total other comprehensive income, net of tax$475 $3,496 
Total comprehensive loss(6,564)(11,767)
Comprehensive income attributable to noncontrolling interests241 562 
Comprehensive loss attributable to Pyxus International, Inc.$(6,805)$(12,329)
See accompanying notes to condensed consolidated financial statements.





4


Pyxus International, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(Unaudited)
(in thousands)June 30, 2026June 30, 2025March 31, 2026
Assets
Current assets
Cash and cash equivalents$175,907 $96,437 $134,337 
Restricted cash3,642 4,945 3,316 
Trade receivables, net175,667 206,607 239,456 
Other receivables10,897 16,683 25,451 
Inventories, net1,104,637 1,121,788 817,950 
Advances to tobacco suppliers, net88,132 61,737 36,337 
Recoverable income taxes14,366 11,670 2,886 
Prepaid expenses59,366 50,011 49,000 
Other current assets20,334 21,123 21,751 
Total current assets1,652,948 1,591,001 1,330,484 
Investments in unconsolidated affiliates96,174 95,659 105,863 
Intangible assets, net22,984 27,387 24,076 
Deferred income taxes, net14,620 13,181 14,507 
Long-term recoverable income taxes10,157 4,956 9,467 
Other noncurrent assets44,082 39,315 35,424 
Right-of-use assets34,858 32,033 31,717 
Property, plant, and equipment, net141,431 136,993 143,154 
Total assets$2,017,254 $1,940,525 $1,694,692 
Liabilities and Stockholders’ Equity
Current liabilities
Notes payable$828,553 $880,925 $477,132 
Accounts payable114,644 124,341 146,828 
Advances from customers166,718 87,374 174,995 
Accrued expenses and other current liabilities131,506 104,162 114,760 
Income taxes payable10,838 10,449 9,145 
Operating leases payable10,064 9,565 9,915 
Total current liabilities1,262,323 1,216,816 932,775 
Long-term taxes payable4,807 6,195 4,112 
Long-term debt456,020 455,091 455,757 
Deferred income taxes8,128 8,902 11,961 
Liability for unrecognized tax benefits29,507 21,935 28,074 
Long-term leases22,044 19,541 21,020 
Pension, postretirement, and other long-term liabilities59,600 57,805 59,886 
Total liabilities$1,842,429 $1,786,285 $1,513,585 
Commitments and contingencies
Stockholders’ equity
Common Stock—no par value:
Authorized shares (250,000 for all periods)
Issued and outstanding shares (24,608 for all periods)
$394,203 $393,136 $393,921 
Retained deficit(232,836)(255,950)(225,556)
Accumulated other comprehensive income6,598 10,811 6,123 
Total stockholders’ equity of Pyxus International, Inc.167,965 147,997 174,488 
Noncontrolling interests6,860 6,243 6,619 
Total stockholders’ equity174,825 154,240 181,107 
Total liabilities and stockholders’ equity$2,017,254 $1,940,525 $1,694,692 
See accompanying notes to condensed consolidated financial statements.


5


Pyxus International, Inc. and Subsidiaries
Condensed Consolidated Statements of Stockholders' Equity
(Unaudited)
Attributable to Pyxus International, Inc.
Accumulated Other Comprehensive Income
(in thousands)Common StockRetained
Deficit
Currency Translation AdjustmentPensions,
Net of Tax
Derivatives, Net of TaxNoncontrolling
Interests
Total Stockholders' Equity
Balance, March 31, 2026$393,921 $(225,556)$(5,109)$10,224 $1,008 $6,619 $181,107 
Net (loss) income— (7,280)— — — 241 (7,039)
Equity-based compensation282 — — — — — 282 
Other comprehensive (loss) income, net of tax— — (114)— 589 — 475 
Balance, June 30, 2026$394,203 $(232,836)$(5,223)$10,224 $1,597 $6,860 $174,825 


Balance, March 31, 2025$392,899 $(240,125)$(6,045)$12,516 $844 $5,681 $165,770 
Net (loss) income— (15,825)— — — 562 (15,263)
Equity-based compensation237 — — — — — 237 
Other comprehensive income, net of tax— — 2,039 — 1,457 — 3,496 
Balance, June 30, 2025$393,136 $(255,950)$(4,006)$12,516 $2,301 $6,243 $154,240 

See accompanying notes to condensed consolidated financial statements.
6


Pyxus International, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Unaudited)
Three Months Ended
June 30,
(in thousands)20262025
Operating Activities:
Net loss$(7,039)$(15,263)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization5,628 5,169 
Debt amortization/interest2,079 2,592 
Loss on foreign currency transactions801 7,725 
Equity-based compensation282 237 
Income (loss) from unconsolidated affiliates, net of dividends9,689 1,269 
Changes in operating assets and liabilities, net
Trade and other receivables9,568 (52,367)
Inventories and advances to tobacco suppliers(339,578)(388,020)
Deferred items(1,950)4,529 
Recoverable income taxes(12,337)(4,477)
Payables and accrued expenses(13,776)393 
Advances from customers(6,747)(49,806)
Prepaid expenses(7,628)(2,660)
Income taxes1,490 (838)
Other operating assets and liabilities482 2,000 
Other, net(672)(5,770)
Net cash used in operating activities$(359,708)$(495,287)
Investing Activities:
Purchases of property, plant, and equipment$(4,186)$(4,279)
Collections from beneficial interests in securitized trade receivables 58,540 41,007 
Other, net233 913 
Net cash provided by investing activities$54,587 $37,641 
Financing Activities:
Net proceeds from short-term borrowings$353,603 $476,945 
Proceeds from revolving loan facilities45,000 81,000 
Repayment of revolving loan facilities(45,000)(81,000)
Debt issuance costs(5,134)(2,825)
Other, net 361 
Net cash provided by financing activities$348,469 $474,481 
Effect of exchange rate changes on cash(1,452)(997)
Increase in cash, cash equivalents, and restricted cash41,896 15,838 
Cash and cash equivalents at beginning of period134,337 78,254 
Restricted cash at beginning of period3,316 7,290 
Cash, cash equivalents, and restricted cash at end of period$179,549 $101,382 
Other information:
Cash paid for income taxes, net$3,886 $2,609 
Cash paid for interest, net27,108 25,988 
Noncash investing activities:
Noncash amounts obtained as a beneficial interest in exchange for transferring trade receivables in a securitization transaction28,595 30,017 
See accompanying notes to condensed consolidated financial statements.
7


Pyxus International, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except per share data)Page No.
Note 1
Basis of Presentation and Summary of Significant Accounting Policies
9
Note 2
New Accounting Standards
9
Note 3
Revenue Recognition
10
Note 4
Income Taxes
10
Note 5
Loss Per Share
10
Note 6
Trade Receivables, Net
11
Note 7
Inventories, Net
11
Note 8
Equity Method Investments
11
Note 9
Variable Interest Entities
12
Note 10
Intangible Assets, Net
12
Note 11
Debt Arrangements
14
Note 12
Securitized Receivables
15
Note 13
Guarantees
17
Note 14
Derivative Financial Instruments
17
Note 15
Fair Value Measurements
18
Note 16
Contingencies and Other Information
18
Note 17
Equity-Based Compensation
19
Note 18
Related Party Transactions
20
Note 19
Segment Information
21



























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1. Basis of Presentation and Summary of Significant Accounting Policies

The accompanying unaudited condensed consolidated interim financial statements represent the consolidation of Pyxus International, Inc. (the "Company," "Pyxus," "we," "us," or "our") and all companies that Pyxus directly or indirectly controls, either through majority ownership or otherwise. These condensed consolidated interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") for interim information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for annual financial statements. In the opinion of management, the normal and recurring adjustments necessary for a fair presentation of the results of operations, financial position, and cash flows have been included.

These condensed consolidated interim financial statements should be read in conjunction with the Company's consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended March 31, 2026 filed on June 4, 2026. The year-end condensed consolidated balance sheet data was derived from the audited consolidated financial statements but does not include all disclosures required by U.S. GAAP. Due to the seasonal nature of the Company’s business, the results of operations for a fiscal quarter are not necessarily indicative of the operating results that may be attained for other quarters or a full fiscal year.

2. New Accounting Standards

Accounting Pronouncements Not Yet Adopted
In November 2024, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2024-03, Disaggregation of Income Statement Expenses, which requires a tabular disclosure of relevant expense captions into prescribed natural expense categories. The annual disclosure requirements are effective for the Company’s fiscal year ending March 31, 2028, and the interim period disclosure requirements are effective beginning April 1, 2028. Early adoption is permitted. This new standard will result in additional disclosures within the footnotes to the financial statements, and is not expected to have an impact on the Company’s financial condition, results of operations, or cash flows.

In September 2025, the FASB issued ASU No. 2025-06, Intangibles - Goodwill and Other - Internal-Use Software: Targeted Improvements to the Accounting for Internal-Use Software, which replaces the existing model used to determine when cost capitalization is to occur based on various project stages of software development with a more modern approach that introduces a probable-to-complete recognition threshold. The scope of this new guidance also includes the costs an entity incurs to implement a cloud computing arrangement as a customer. This amendment is effective for the Company's annual and interim periods beginning April 1, 2028. Early adoption is permitted. The Company is currently evaluating the impact this new accounting standard will have on its financial condition, results of operations, and cash flows.

In November 2025, the FASB issued ASU No. 2025-09, Hedge Accounting Improvements, to clarify certain aspects of existing hedge accounting guidance, and to more closely align hedge accounting with the economics of an entity's risk management activities. This amendment is effective for the Company’s annual and interim periods beginning April 1, 2027 and requires adoption on a prospective basis. Early adoption is permitted. The Company is currently evaluating the impact this new accounting standard will have on its financial condition, results of operations, and cash flows.

In December 2025, the FASB issued ASU No. 2025-10, Accounting for Government Grants Received by Business Entities, to establish guidance on the recognition, measurement, and presentation of government grants received by business entities. This new guidance is effective for the Company’s fiscal year beginning April 1, 2029, including interim periods within that fiscal year. Early adoption is permitted. The Company is currently evaluating the impact this new accounting standard will have on its financial condition, results of operations, and cash flows.

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3. Revenue Recognition

Product revenues are primarily processed tobacco sold to the customer. Processing and other revenues are mainly contracts to process customer-owned green tobacco. During such processing, ownership remains with the customers. All Other revenue is primarily composed of revenue from the sale of non-tobacco agriculture products. The following disaggregates sales and other operating revenues by major source, with the All Other category being included for purposes of reconciliation of the respective balances below of the Leaf segment (the Company's sole reportable segment) to the condensed consolidated financial statements:

Three Months Ended
June 30,
20262025
Leaf:
Product revenues$392,976 $458,238 
Processing and other revenues42,836 50,177 
Leaf sales and other operating revenues435,812 508,415 
All Other:
All Other sales and other operating revenues1,983 400 
Total sales and other operating revenues$437,795 $508,815 

4. Income Taxes

The Company’s (benefit from) provision for income taxes for the three months ended June 30, 2026 and 2025 was calculated by applying the estimated annual effective tax rate to year-to-date pre-tax loss and adjusting for discrete items that occurred during the period.

The effective tax rate for the three months ended June 30, 2026 and 2025 was a benefit of 40.3% and an expense of 59.6%, respectively. For the three months ended June 30, 2026, the difference between the Company's effective tax rate and the U.S. statutory rate of 21.0% is primarily due to a tax benefit related to foreign currency losses and the jurisdictional mix of earnings, partially offset by an increase in the Company’s deferred tax valuation allowance.

5. Loss Per Share

The following summarizes the computation of loss per share:

Three Months Ended
June 30,
20262025
Net loss attributable to Pyxus International, Inc.$(7,280)$(15,825)
Basic weighted average shares outstanding26,056 25,670 
Plus: Dilutive equity awards(1)
  
Diluted weighted average shares outstanding26,056 25,670 
Loss per share:
Basic$(0.28)$(0.62)
Diluted$(0.28)$(0.62)
(1) For the three months ended June 30, 2026 and 2025, 34 shares and 264 shares, respectively, related to outstanding restricted stock units have been excluded from the computation of diluted earnings per share because their effect would be antidilutive.

10


6. Trade Receivables, Net

Trade receivables are net of an allowance for expected credit losses. The following summarizes activity in the allowance for expected credit losses:

Three Months Ended
June 30,
20262025
Balance, beginning of period$(16,879)$(24,035)
Write-offs and other adjustments431 (264)
Balance, end of period(16,448)(24,299)
Trade receivables192,115 230,906 
Trade receivables, net$175,667 $206,607 

7. Inventories, Net

The following summarizes the composition of inventories, net, with the All Other category primarily composed of non-tobacco agricultural products:

June 30, 2026June 30, 2025March 31, 2026
Processed tobacco$671,617 $575,922 $507,380 
Unprocessed tobacco393,542 513,882 279,348 
Other tobacco related27,847 26,089 26,883 
All Other
11,631 5,895 4,339 
Total$1,104,637 $1,121,788 $817,950 

8. Equity Method Investments

The following summarizes the Company's equity method investments as of June 30, 2026:

Investee NameLocationPrimary PurposeOwnership Percentage
Basis Difference(1)
Adams International Ltd.ThailandPurchase and process tobacco49%$(4,526)
Alliance One Industries India Private Ltd.IndiaPurchase and process tobacco49%(5,770)
China Brasil Tabacos Exportadora S.A.BrazilPurchase and process tobacco49%43,000 
Oryantal Tütün Paketleme Sanayi ve Ticaret A.Ş.TurkeyProcess tobacco50%(416)
Purilum, LLCU.S.Produce flavor formulations and consumable nicotine products50%4,589 
Siam Tobacco Export Corporation Ltd.ThailandPurchase and process tobacco49%(6,098)
(1) Basis differences for the Company's equity method investments are due to fair value adjustments recorded during fiscal 2021.

The following summarizes financial information for these equity method investments:

Three Months Ended
June 30,
20262025
Statement of operations:
Sales$52,156 $46,504 
Gross profit6,256 7,052 
Net income (loss)3,007 (2,666)

11


June 30, 2026June 30, 2025March 31, 2026
Balance sheet:
Current assets$455,993 $510,324 $457,219 
Property, plant, and equipment and other assets67,568 51,932 65,716 
Current liabilities383,467 425,697 362,790 
Long-term obligations and other liabilities5,886 4,150 6,333 

9. Variable Interest Entities

The Company holds variable interests in multiple entities that primarily procure or process inventory or are securitization entities. These variable interests relate to equity investments, receivables, guarantees, and securitized receivables. The following summarizes the Company's financial relationships with its unconsolidated variable interest entities:

June 30, 2026June 30, 2025March 31, 2026
Investments in variable interest entities$89,676 $89,200 $99,239 
Receivables with variable interest entities1,913 1,469  
Guaranteed amounts to variable interest entities (not to exceed)18,449 15,968 18,483 

10. Intangible Assets, Net

The gross carrying amount and accumulated amortization of intangible assets consist of the following:

June 30, 2026
Weighted Average Remaining Useful LifeGross Carrying AmountAccumulated AmortizationIntangible Assets, Net
Intangibles subject to amortization:
Customer relationships6.2 years$26,101 $(12,688)$13,413 
Technology2.2 years11,618 (8,639)2,979 
Trade names8.2 years11,300 (4,708)6,592 
Total$49,019 $(26,035)$22,984 

June 30, 2025
Weighted Average Remaining Useful LifeGross Carrying AmountAccumulated AmortizationIntangible Assets, Net
Intangibles subject to amortization:
Customer relationships7.2 years$26,101 $(10,513)$15,588 
Technology3.1 years11,618 (7,218)4,400 
Trade names9.2 years11,300 (3,901)7,399 
Total$49,019 $(21,632)$27,387 

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March 31, 2026
Weighted Average Remaining Useful LifeGross Carrying AmountAccumulated AmortizationIntangible Assets, Net
Intangibles subject to amortization:
Customer relationships6.4 years$26,101 $(12,144)$13,957 
Technology2.4 years11,618 (8,292)3,326 
Trade names8.4 years11,300 (4,507)6,793 
Total$49,019 $(24,943)$24,076 

The following summarizes amortization expense for definite-lived intangible assets:

Three Months Ended
June 30,
20262025
Amortization expense$1,092 $1,120 

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11. Debt Arrangements

The following summarizes debt and notes payable:

Interest Rate(1)
June 30, 2026June 30, 2025March 31, 2026
Senior secured credit facility:
ABL Credit Facility6.7 %$ $ $ 
Senior secured notes:
8.5% Notes Due 2027(2)
8.5 %146,908 146,046 146,662 
Senior secured term loans:
Intabex Term Loans(3)
12.2 %187,916 187,288 187,752 
Pyxus Term Loans(4)
12.2 %121,196 121,757 121,343 
Other debt:
   Notes payable(5)
9.0 %828,553 880,925 477,132 
    Total debt$1,284,573 $1,336,016 $932,889 
Short-term(5)
$828,553 $880,925 $477,132 
Long-term456,020 455,091 455,757 
Letters of credit$8,273 $8,939 $8,024 
(1) Weighted average stated rate for the trailing twelve months ended June 30, 2026 or, for indebtedness outstanding only during a portion of such twelve-month period, for the portion of such period that such indebtedness was outstanding.
(2) Balance of $146,908 is net of a debt discount of $1,431. Total repayment at maturity is $148,339.
(3) Balance of $187,916 is net of a debt discount of $1,117. Total repayment at maturity is $189,033, which includes a $2,000 exit fee payable upon repayment.
(4) Balance of $121,196 is net of a debt premium of $991. Total repayment at maturity is $120,205.
(5) Primarily foreign seasonal lines of credit.

Outstanding Senior Secured Debt

ABL Credit Facility
The Company’s wholly owned subsidiary, Pyxus Holdings, Inc. ("Pyxus Holdings"), certain subsidiaries of Pyxus Holdings (together with Pyxus Holdings, the "Borrowers"), and the Company and its wholly owned subsidiary, Pyxus Parent, Inc. ("Pyxus Parent"), as parent guarantors, entered into an ABL Credit Agreement (as amended, the "ABL Credit Agreement"), dated as of February 8, 2022, by and among Pyxus Holdings, as Borrower Agent, the Borrowers and parent guarantors party thereto, the lenders party thereto, and PNC Bank, National Association, as Administrative Agent and Collateral Agent, to establish an asset-based revolving credit facility (the "ABL Credit Facility"). The ABL Credit Facility may be used for revolving credit loans and letters of credit from time to time up to a maximum principal amount of $150,000, subject to certain borrowing base limitations. The ABL Credit Facility includes a $20,000 uncommitted accordion feature that permits Pyxus Holdings, under certain conditions, to solicit the lenders under the ABL Credit Facility to provide additional revolving loan commitments to increase the aggregate amount of the revolving loan commitments under the ABL Credit Facility not to exceed a maximum principal amount of $170,000.

The ABL Credit Facility matures on May 12, 2030 or, if earlier, 90 days prior to the earliest stated maturity date of the outstanding senior secured notes and the senior secured term loans (each currently scheduled to mature on December 31, 2027). At June 30, 2026, the Borrowers and the parent guarantors under the ABL Credit Agreement were in compliance with the covenants under the ABL Credit Agreement.

Intabex Term Loans
The Intabex Term Loan Credit Agreement, dated as of February 6, 2023 (the "Intabex Term Loan Credit Agreement"), is by and among, Pyxus Holdings, the guarantors party thereto, the lenders party thereto and Alter Domus (US) LLC ("Alter Domus"), as administrative agent and senior collateral agent. The Intabex Term Loan Credit Agreement established a term loan
14


credit facility in an aggregate principal amount of approximately $189,033 (the "Intabex Credit Facility"), under which term loans in the full aggregate principal amount of the Intabex Credit Facility (the "Intabex Term Loans") were deemed made in exchange for certain outstanding term debt of Pyxus Holdings, accrued and unpaid PIK interest thereon, and related fees. The Intabex Term Loans bear interest, at Pyxus Holdings’ option, at either (i) a term SOFR rate (subject to a floor of 1.5%) plus 8.0% per annum or (ii) an alternate base rate plus 7.0% per annum. The Intabex Term Loans are stated to mature on December 31, 2027. At June 30, 2026, Pyxus Holdings and the guarantors under the Intabex Term Loan Credit Agreement were in compliance with all covenants under the Intabex Term Loan Credit Agreement.

Pyxus Term Loans
The Pyxus Term Loan Credit Agreement, dated as of February 6, 2023 (the "Pyxus Term Loan Credit Agreement"), is by and among, Pyxus Holdings, the guarantors party thereto, the lenders party thereto and Alter Domus, as administrative agent and senior collateral agent. It established a term loan credit facility in an aggregate principal amount of approximately $130,550 (the "Pyxus Credit Facility"), under which term loans in the full aggregate principal amount of the Pyxus Credit Facility (the "Pyxus Term Loans") were deemed made in exchange for certain outstanding term debt of Pyxus Holdings and applicable accrued and unpaid PIK interest thereon. The Pyxus Term Loans bear interest, at Pyxus Holdings’ option, at either (i) a term SOFR rate (subject to a floor of 1.5%) plus 8.0% per annum or (ii) an alternate base rate plus 7.0% per annum. The Pyxus Term Loans are stated to mature on December 31, 2027. At June 30, 2026, Pyxus Holdings and the guarantors under the Pyxus Term Loan Credit Agreement were in compliance with all covenants under the Pyxus Term Loan Credit Agreement.

8.50% Senior Secured Notes due 2027
Pursuant to an exchange offer made by Pyxus Holdings and accepted by holders of approximately 92.7% of the aggregate principal amount of the outstanding 10.0% Senior Secured First Lien Notes due 2024 issued by Pyxus Holdings (the "2024 Notes") pursuant to that certain Indenture, dated as of August 24, 2020 (the "2024 Notes Indenture"), by and among Pyxus Holdings, the guarantors party thereto and the trustee, collateral agent, registrar and paying agent thereunder, on February 6, 2023, Pyxus Holdings issued approximately $260,452 in aggregate principal amount of 8.5% Senior Secured Notes due December 31, 2027 (the "2027 Notes") to the exchanging holders of the 2024 Notes for an equal principal amount of 2024 Notes. The 2027 Notes were issued pursuant to the Indenture, dated as of February 6, 2023 (the "2027 Notes Indenture"), among Pyxus Holdings, the guarantors party thereto, and Wilmington Trust, National Association, as trustee, and Alter Domus, as collateral agent. The 2027 Notes bear interest at a rate of 8.5% per annum, which interest is computed on the basis of a 360-day year comprised of twelve 30-day months. At June 30, 2026, Pyxus Holdings and the guarantors of the 2027 Notes were in compliance with all covenants under the 2027 Notes Indenture.

Detailed descriptions of the instruments governing the Company's outstanding senior secured debt are included in the Company's Annual Report on Form 10-K for the fiscal year ended March 31, 2026.

Other Outstanding Debt

Foreign Seasonal Lines of Credit
Excluding long-term credit agreements, the Company typically finances its foreign operations with committed and uncommitted short-term seasonal lines of credit arrangements with a number of banks. These operating lines are generally seasonal in nature, typically extending for a term of 180 days to 365 days corresponding to the tobacco crop cycle in that location. For uncommitted facilities, the lenders have the right to cease making loans and demand repayment of loans at any time or at specified dates. These loans are generally renewed at the outset of each tobacco season. Certain of the seasonal lines of credit are secured by trade receivables and inventories as collateral and are guaranteed by the Company and certain of its subsidiaries. At June 30, 2026, the Company was permitted to borrow under foreign seasonal lines of credit up to a total $1,170,392, subject to limitations under the ABL Credit Agreement and the agreements governing the Intabex Term Loans, the Pyxus Term Loans, and the 2027 Notes. As of June 30, 2026, the total borrowing capacity under individual foreign seasonal lines of credit range up to $150,630. As of June 30, 2026, the aggregate amount available for borrowing under the seasonal lines of credit was $351,395. At June 30, 2026, the Company, and its subsidiaries, were in compliance with the covenants associated with its short-term foreign seasonal lines of credit.

12. Securitized Receivables

The Company sells trade receivables to unaffiliated financial institutions under various accounts receivable securitization facilities, two of which are subject to annual renewal.

Under the first facility with Finacity Corporation (the "Finacity Facility"), the Company continuously sells a designated pool of trade receivables to a special purpose entity, which sells 100% of the receivables to an unaffiliated financial institution. Following the sale and transfer of the receivables to the special purpose entity, the receivables are isolated from the Company and its affiliates, and effective control of the receivables is passed to the unaffiliated financial institution, which has all rights,
15


including the right to pledge or sell the receivables. This facility requires a minimum level of deferred purchase price be retained by the Company in connection with the sales of the receivables to the unaffiliated financial institution. The Company continues to service, administer, and collect the receivables on behalf of the special purpose entity and receives a servicing fee of 0.5% of serviced receivables per annum. The Company estimates the expected fee it receives in return for its obligation to service these receivables reflects fair value, and accordingly, no servicing assets or liabilities are recognized. Servicing fees are recorded as a reduction of selling, general, and administrative expenses within the condensed consolidated statements of operations. Under this facility, the Company may request a temporary increase in the investment limit up to an additional $40,000, applicable only for the period from January 1, 2027 through May 31, 2027. As of June 30, 2026, the investment limit of this facility was $120,000 of trade receivables.

Under the second facility, the Company offers trade receivables for sale to an unaffiliated financial institution, which are then subject to acceptance by the unaffiliated financial institution. Following the sale and transfer of the receivables to the unaffiliated financial institution, the receivables are isolated from the Company and its affiliates, and effective control of the receivables is passed to the unaffiliated financial institution, which has all rights, including the right to pledge or sell the receivables. Although the Company continues to service, administer, and collect the receivables on behalf of the unaffiliated financial institution, the Company does not receive a servicing fee, and as a result, has established a servicing liability based upon unobservable inputs, primarily discounted cash flow. As of June 30, 2026, the investment limit under the second facility was $160,000 of trade receivables.

As servicer for the Finacity Facility and the second facility, the Company may receive funds that are due to the unaffiliated financial institutions which are net settled on the next settlement date. As of June 30, 2026 and 2025, and March 31, 2026, trade receivables, net in the condensed consolidated balance sheets have been reduced by $10,817, $1,056, and $13,610 as a result of the net settlement, respectively. As of June 30, 2026 and 2025, and March 31, 2026, accrued expenses and other current liabilities in the condensed consolidated balance sheets include $15,681, $0, and $0 of net payables for the Finacity Facility. See "Note 15. Fair Value Measurements" for additional information.

Under the other facilities, the Company offers trade receivables for sale to unaffiliated financial institutions, which are then subject to acceptance by the unaffiliated financial institutions. Following the sale and transfer of the receivables to the unaffiliated financial institution, the receivables are isolated from the Company and its affiliates, and effective control of the receivables is passed to the unaffiliated financial institution, which has all rights, including the right to pledge or sell the receivables. As of June 30, 2026, the investment limits under these other facilities were variable based on qualifying sales.

The following summarizes the Companys accounts receivable outstanding in the securitization facilities, which represents trade receivables sold into the program that have not been collected from the customer, and related beneficial interests, applicable only to the first and second facilities, which represents the Companys residual interest in receivables sold that have not been collected from the customer:

June 30, 2026June 30, 2025March 31, 2026
Receivables outstanding in facility$121,227 $167,433 $341,679 
Beneficial interests10,817 16,103 29,034 

Cash proceeds from the sale of trade receivables are comprised of an initial cash payment received at the time of transfer and a deferred purchase price receivable, applicable only to the first and second facilities, which represents the Company's right to receive the remaining consideration upon collection of the underlying trade receivables by the purchasers. The following summarizes the Companys cash collections from both the initial cash proceeds and the deferred purchase price receivable:

Three Months Ended
June 30,
20262025
Cash collections from:
Initial proceeds$91,144 $115,034 
Deferred purchase price receivable58,540 41,007 

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13. Guarantees

In certain sourcing regions, the Company guarantees bank loans for suppliers to finance their crops. The Company also guarantees bank loans of certain unconsolidated affiliates. See "Note 15. Fair Value Measurements" for the fair value of the Company's guarantee liability and corresponding fair value classification. The following summarizes amounts guaranteed:

June 30, 2026June 30, 2025March 31, 2026
Amounts guaranteed (not to exceed)$90,251 $83,519 $119,728 
Amounts outstanding under guarantee(1)
56,974 47,948 92,550 
Amounts due to local banks on behalf of suppliers for government subsidized rural credit financing7,691 7,478 10,204 
(1) The majority of the guarantees outstanding at June 30, 2026 expire within one year.

14. Derivative Financial Instruments

The Company is exposed to foreign currency exchange rate risk related to its international operations. Principal currencies hedged include the Brazilian real and the Malawian kwacha. The Company uses forward or option currency contracts to manage risks associated with changes in foreign currency exchange rates. These derivative contracts are either designated as cash flow hedges of forecasted transactions for the purchase of green tobacco, other processing-related costs, and selling, general, and administrative expenses, or are not designated as hedging instruments because they are used to partially offset the immediate earnings impact of exchange rate risk on certain foreign currency denominated transactions.

As of June 30, 2026 and 2025, and March 31, 2026, the Company's derivative financial instruments outstanding were designated as cash flow hedges. See "Note 15. Fair Value Measurements" for the fair values of the Company's outstanding derivative assets and liabilities and corresponding fair value classifications.

The following summarizes the U.S. dollar notional amount of derivative contracts outstanding:

June 30, 2026June 30, 2025March 31, 2026
Foreign currency exchange contracts$49,267 $14,250 $54,100 

The following summarizes the pre-tax effects of derivative financial instruments in the condensed consolidated statements of comprehensive loss and the condensed consolidated statements of operations:

Three Months Ended
June 30,
20262025
Foreign currency exchange contracts designated as cash flow hedges:
Gain recognized in accumulated other comprehensive income(1)
$1,298 $3,354 
Gain reclassified from accumulated other comprehensive income to earnings(2)
406 1,147 
Foreign currency exchange contracts not designated as hedging instruments:
Gain recognized in earnings(2)
$ $721 
(1) Amount represents the net change in fair value of derivative financial instruments.
(2) These net gains are recognized in cost of goods and services sold within the condensed consolidated statements of operations.

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15. Fair Value Measurements

The following summarizes the financial assets and liabilities measured at fair value on a recurring basis, along with their corresponding level within the fair value hierarchy:    

June 30, 2026June 30, 2025March 31, 2026
Level 2Level 3Total
at Fair
Value
Level 2Level 3Total
at Fair
Value
Level 2Level 3Total
at Fair
Value
Financial Assets:
Derivative financial instruments$153 $ $153 $1,322 $ $1,322 $649 $ $649 
Securitized beneficial interests 10,817 10,817  16,103 16,103  29,034 29,034 
Total assets$153 $10,817 $10,970 $1,322 $16,103 $17,425 $649 $29,034 $29,683 
Financial Liabilities:
Derivative financial instruments$100 $ $100 $ $ $ $ $ $ 
Long-term debt(1)
433,396  433,396 439,316  439,316 433,490  433,490 
Guarantees 4,524 4,524  3,287 3,287  7,537 7,537 
Total liabilities$433,496 $4,524 $438,020 $439,316 $3,287 $442,603 $433,490 $7,537 $441,027 
(1) This fair value measurement disclosure does not affect the condensed consolidated balance sheets.

The following summarizes the changes in Level 3 instruments measured on a recurring basis:

Three Months Ended
June 30, 2026June 30, 2025
Securitized Beneficial InterestsLong-Term DebtGuaranteesSecuritized Beneficial InterestsLong-Term DebtGuarantees
Balance, beginning of period$29,034 $ $7,537 $29,354 $12 $6,459 
Issuances28,595 — 1,695 30,431 — 300 
Settlements(46,093) (705)(42,023)(12)(1,242)
Losses recognized in earnings(719) (4,003)(1,659) (2,230)
Balance, end of period$10,817 $ $4,524 $16,103 $ $3,287 

16. Contingencies and Other Information

Brazilian Tax Credits
The government in the Brazilian State of Parana ("Parana") issued a tax assessment on October 26, 2007 with respect to local intrastate trade tax credits that result primarily from tobacco transferred between states within Brazil. At June 30, 2026, the assessment for intrastate trade tax credits taken is $2,550 and the total assessment including penalties and interest is $11,538. The Company believes it has properly complied with Brazilian law and will contest any assessment through the judicial process. Should the Company lose in the judicial process, the loss of the intrastate trade tax credits would have a material impact on the financial statements of the Company.

Other Matters
In addition to the above-mentioned matter, the Company or certain of its subsidiaries are involved in other litigation or legal matters incidental to their business activities, including tax matters. While the outcome of these matters cannot be predicted with certainty, they are being vigorously defended and the Company does not currently expect that any of them will have a material adverse effect on its business or financial position. However, should one or more of these matters be resolved in a manner adverse to its current expectation, the effect on the Company’s results of operations for a particular fiscal reporting period could be material.

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17. Equity-Based Compensation

Pursuant to the Pyxus International, Inc. Amended and Restated 2020 Incentive Plan (the "Incentive Plan"), a total of 3,612 shares (which amounts are presented in thousands) have been authorized for grants of equity-based awards to certain employees and non-employee directors.

Restricted Stock Units
Restricted stock units granted under the Incentive Plan are earned ratably for certain employees, subject to their continued employment, from the date of the award to March 31, 2027, and for certain non-employee directors, subject to continued board service, from the date of the award to the Company's next annual meeting of shareholders. Restricted stock units vest upon the earlier of March 31, 2031 or the occurrence of a change-in-control event or a liquidity event as such terms are defined under the restricted stock unit award agreement. The following summarizes activity for restricted stock units:

(in thousands, except grant date fair value)Restricted Stock UnitsWeighted Average Grant Date Fair Value Per Share
Nonvested, March 31, 20261,749 $3.49 
Canceled or forfeited(8)3.50 
Nonvested, June 30, 20261,741 $3.49 

The following summarizes equity-based compensation expense for restricted stock units, which is recorded in selling, general, and administrative expenses within the condensed consolidated statements of operations:

Three Months Ended
June 30,
20262025
Equity-based compensation expense$282 $237 

Unrecognized compensation cost for restricted stock units is $668 as of June 30, 2026, and is expected to be recognized over a weighted average period of 0.72 years, representing the weighted average remaining service period related to the awards, subject to adjustments for actual forfeitures.

Performance-Based Stock Units
Under the terms of the performance-based stock units, the amount of shares to be issued to certain employees (ranging from 0% to 200% of the number of shares to be issued at the target performance level) will be contingent upon the per share price achieved in a liquidity event (as defined under the terms of the performance-based stock unit award agreement), subject to continued employment through the date of a liquidity event. The contingent liquidity event is not probable as of June 30, 2026, and accordingly, no equity-based compensation expense has been recognized for performance-based stock units. The following summarizes activity for performance-based stock units (at the target performance level):

(in thousands, except grant date fair value)Performance-Based Stock UnitsWeighted Average Grant Date Fair Value Per Share
Nonvested, March 31, 2026508 $4.47 
Canceled or forfeited(19)4.36 
Nonvested, June 30, 2026489 $4.47 

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18. Related Party Transactions

The Company engages in transactions with its equity method investees primarily for the procuring and processing of inventory. The following summarizes activities with the Company's equity method investees:

Three Months Ended
June 30,
20262025
Sales$7,791 $9,055 
Purchases20,385 27,309 
Dividends11,111  

The Company included the following related party balances in its condensed consolidated balance sheets:

June 30, 2026June 30, 2025March 31, 2026Location in Condensed Consolidated Balance Sheet
Accounts receivable, related parties$1,963 $1,519 $62 Other receivables
Accounts payable, related parties11,933 18,286 39,317 Accounts payable
Advances from related parties 5,909  Advances from customers

Transactions with Significant Shareholders
Based on a Schedule 13D/A filed with the SEC on June 13, 2024 by Glendon Capital Management, L.P. (the "Glendon Investor"), Holly Kim Olsen, Glendon Opportunities Fund, L.P. and Glendon Opportunities Fund II, L.P., the Glendon Investor reported beneficial ownership of 8,315 shares of the Company’s common stock, representing approximately 33.8% of the outstanding shares of the Company’s common stock. A representative of the Glendon Investor serves as a director of Pyxus. Based on a Schedule 13D/A filed with the SEC on March 25, 2024, by Monarch Alternative Capital LP (the "Monarch Investor"), MDRA GP LP and Monarch GP LLC, the Monarch Investor reported beneficial ownership of 6,125 shares of the Company’s common stock, representing approximately 24.9% of the outstanding shares of the Company’s common stock. An individual designated by the Monarch Investor serves as a director of Pyxus. Based on a Schedule 13G/A filed with the SEC on September 3, 2024 by Owl Creek Asset Management, L.P. and Jeffrey A. Altman, Owl Creek Asset Management, L.P. is the investment manager of certain funds and reported beneficial ownership of 3,865 shares of the Company’s common stock on August 31, 2024, representing approximately 15.7% of the outstanding shares of the Company’s common stock. During the three months ended June 30, 2026, funds managed by the Glendon Investor, funds managed by the Monarch Investor, and funds managed by Owl Creek Asset Management, L.P., (such funds are collectively referred to as the "Investor-Affiliated Funds") were holders, in part, of the Intabex Term Loans, the Pyxus Term Loans, and/or the 2027 Notes, which are described in "Note 11. Debt Arrangements."

Accrued expenses and other current liabilities as presented in the condensed consolidated balance sheets as of June 30, 2026 and 2025, and March 31, 2026, include $1,246, $1,499, and $1,352, respectively, of interest payable to Investor-Affiliated Funds. Interest expense as presented in the condensed consolidated statements of operations includes $5,182 and $5,466 for the three months ended June 30, 2026 and 2025, respectively, that relates to the Investor-Affiliated Funds.

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19. Segment Information

The following summarizes financial information relating to the Leaf segment (the Company's sole reportable segment), with the All Other category included for purposes of reconciliation of the Leaf segment balances to the condensed consolidated financial statements:

Three Months Ended
June 30,
20262025
Sales and other operating revenues:
Leaf$435,812 $508,415 
All Other1,983 400 
Consolidated sales and other operating revenues$437,795 $508,815 
Cost of goods and services sold:
Leaf$375,691 $443,386 
All Other690 (197)
Consolidated cost of goods and services sold$376,381 $443,189 
Selling, general, and administrative expenses:
Leaf$42,631 $38,735 
All Other1,304 1,634 
Consolidated selling, general, and administrative expenses$43,935 $40,369 
Other segment items:(1)
Leaf$1,497 $4,205 
All Other(240)(29)
Consolidated other segment items$1,257 $4,176 
Leaf segment operating income$15,993 $22,089 
All Other operating income (loss)229 (1,008)
Restructuring and asset impairment charges557 81 
Consolidated operating income$15,665 $21,000 
Interest expense, net29,842 29,767 
Loss before income taxes and other items$(14,177)$(8,767)
(1) Represents the other expense, net caption within the condensed consolidated statements of operations.

Three Months Ended
June 30,
20262025
LeafAll OtherTotalLeafAll OtherTotal
Depreciation and amortization$5,237 $391 $5,628 $4,800 $369 $5,169 
Capital expenditures2,612 378 2,990 2,008 656 2,664 

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June 30, 2026June 30, 2025March 31, 2026
LeafAll OtherTotalLeafAll OtherTotalLeafAll OtherTotal
Assets$1,975,994 $41,260 $2,017,254 $1,904,739 $35,786 $1,940,525 $1,660,016 $34,676 $1,694,692 
Trade and other receivables, net185,584 980 186,564 222,909 381 223,290 264,410 497 264,907 
Investments in unconsolidated affiliates89,676 6,498 96,174 89,198 6,461 95,659 99,239 6,624 105,863 

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements
Readers are cautioned that the statements contained in this report regarding expectations of our performance or other matters that may affect our business, results of operations, or financial condition are "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. These statements, which are based on current expectations of future events, may be identified by the use of words such as "guidance", "strategy," "expects," "continues," "plans," "anticipates," "believes," "will," "estimates," "intends," "projects," "goals," "targets," and other words of similar meaning. These statements also may be identified by the fact that they do not relate strictly to historical or current facts. If underlying assumptions prove inaccurate, or if known or unknown risks or uncertainties materialize, actual results could vary materially from those anticipated, estimated, or projected. These risks and uncertainties include those discussed in this Quarterly Report on Form 10-Q, in our Annual Report on Form 10-K for the year ended March 31, 2026, and in our other filings with the U.S. Securities and Exchange Commission. These risks and uncertainties include: our reliance on a small number of significant customers; continued vertical integration by our customers; global shifts in sourcing customer requirements, including as a result of the imposition of, and changes to, tariffs and other changes in international trade policies; variation in our financial results due to growing conditions, customer indications and other factors; loss of confidence in us by our customers, farmers and other suppliers; migration of suppliers who have historically grown tobacco and from whom we have purchased tobacco toward growing other crops; risks related to our advancement of inputs to tobacco suppliers to be settled upon the suppliers delivering us unprocessed tobacco at the end of the growing season; risks that the tobacco we purchase directly from suppliers will not meet our customers’ quality and quantity requirements; weather and other environmental conditions that can affect the quantity and marketability of our inventory; the impact of increased competition on our earnings; continued high inflation that may adversely affect our profitability and the demand for our leaf tobacco products; risks related to our capital structure, including risks related to our significant debt and our ability to continue to finance our non-U.S. local operations with uncommitted short-term operating credit lines at the local level, our ability to continue to access capital markets to obtain long-term and short-term financing, and our substantial debt which may adversely affect us by limiting future sources of financing, interfering with our ability to pay interest and principal on our indebtedness, and subjecting us to additional risks; potential failure of foreign banks in which our subsidiaries maintain deposits or the failure by such banks to transfer funds or honor withdrawals; the risk that, because our ability to generate cash depends on many factors beyond our control, we may be unable to generate the significant amount of cash required to service our indebtedness; our ability to refinance our current credit facilities at the same availability or at similar or reduced interest rates, including due to volatility and disruption of global credit markets; failure to achieve our stated goals, which may adversely affect our liquidity; developments with respect to our liquidity needs and sources of liquidity; failure by counterparties to derivative transactions to perform their obligations; international business risks, including unsettled political conditions, uncertainty in the enforcement of legal obligations, including the collection of accounts receivable, fraud risks, expropriation, import and export restrictions, exchange controls, inflationary economies, currency risks, risks related to the restrictions on repatriation of earnings or proceeds from liquidated assets of foreign subsidiaries and impacts of international sanctions on our ability to sell or source tobacco in certain regions; risks and uncertainties related to geopolitical conflicts, including the armed conflicts in the Middle East and disruptions in shipping in that area; risks related to our operations in jurisdictions that pose a high risk of potential violations of the Foreign Corrupt Practices Act; exposure to foreign tax regimes in which the rules are not clear, are not consistently applied and are subject to sudden change; fluctuations in foreign currency exchange and interest rates; disruption, failure or security breaches of our information technology systems and other cybersecurity risks; regulations regarding environmental matters that may substantially increase our costs and expose us to potential liability; changing sustainability regulatory requirements and expectations; exposure to product liability claims, regulatory action, and litigation in the event such products are alleged to have caused injury, harm, or death; certain shareholders have the ability to exercise controlling influence on various corporate matters; reductions in demand for cigarettes and other consumer tobacco products; legislative and regulatory initiatives that may reduce consumption of consumer tobacco products and demand for our services and increase regulatory burdens on us or our customers; government actions that significantly affect the sourcing of tobacco, including governmental actions to identify and assess crop diversification initiatives and alternatives to leaf tobacco growing in countries whose economies depend upon tobacco production; and governmental investigations into our business activities, including, but not limited to, leaf tobacco industry buying and other payment practices.

We do not undertake to update any forward-looking statements that we may make from time to time except to the extent required by law.

Overview
Pyxus is a global agricultural company with businesses having more than 150 years of experience delivering value-added products and services to businesses and customers. The Company is a trusted provider of responsibly sourced, independently verified, sustainable, and traceable products and ingredients.

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Executive Summary
The Company's first quarter 2027 financial results were consistent with expectations following a strong finish to the prior fiscal year. The current quarter was impacted by lower average costs and sales prices for leaf tobacco in South America and Africa, and slightly lower leaf volumes sold mainly due to the timing of North America shipments, resulting in reduced consolidated sales and other operating revenues by $71.0 million, or 14.0%, compared to the same period a year ago. Total gross profit was similarly impacted over this same period, declining $4.2 million, or 6.4%, but the regional mix of sales, primarily from Europe, resulted in gross profit as a percent of sales increasing to 14.0% during the three months ended June 30, 2026 from 12.9% during the three months ended June 30, 2025, and contributed to little change in leaf gross profit per kilo over the same period.

Tobacco crop production remains elevated again this season across the Southern Hemisphere origins in which we operate, resulting in lower leaf purchase prices in our key sourcing locations. Two consecutive seasons of large crops have allowed us to slow our green tobacco purchases and be more deliberate in our buying approach this season, ensuring that we source lower cost, quality tobacco that meets our customers' requirements. At June 30, 2026, total tobacco inventories, comprised of unprocessed and processed tobacco, decreased by $24.6 million, or 2.3%, when compared to June 30, 2025. Unprocessed tobacco decreased $120.3 million, or 23.4%, to $393.5 million as of June 30, 2026 from $513.9 million as of June 30, 2025, mainly due to lower purchase prices and the slower timing of our green tobacco purchases in Africa and South America. Processed tobacco increased $95.7 million, or 16.6%, to $671.6 million as of June 30, 2026 from $575.9 million as of June 30, 2025, primarily due to higher levels of carry-over inventory from the prior year crop.

Weather Patterns and Crop Conditions
As an agricultural company, our results are inherently subject to major weather patterns, including recurring El Niño and La Niña cycles, which can affect crop size, quality, and the timing of harvesting and purchasing activities in the origins in which we operate. The current El Niño cycle is forecasted to reach its peak effects between the Company's third and fourth quarters of fiscal year 2027 and has been characterized by certain meteorological sources as a "Super" El Niño, with an intensity expected to exceed that of a typical cycle. Historically, our origins in Africa and South America tend to be adversely affected by an El Niño cycle that typically occurs when crops are still in the fields growing, while the crop seasons in Asia, Europe, and North America have largely remained unaffected by past cycles. We are actively monitoring this recent weather development, and while the ultimate impact, if any, on growing conditions and crop volumes cannot be predicted with certainty, we maintain geographically diversified sourcing and continue to assess its potential effect on availability, quality, and cost of leaf tobacco.

24


Results of Operations
Three Months Ended June 30, 2026 and 2025
Three Months Ended June 30,
Change
(in millions, except per kilo amounts)20262025$%
Consolidated:
Sales and other operating revenues$437.8 $508.8 (71.0)(14.0)
Cost of goods and services sold376.4 443.2 (66.8)(15.1)
Gross profit61.4 65.6 (4.2)(6.4)
Gross profit as a percent of sales14.0 %12.9 %
Selling, general, and administrative expenses$43.9 $40.4 3.5 8.7 
Other expense, net1.3 4.2 (2.9)(69.0)
Restructuring and asset impairment charges0.6 0.1 0.5 500.0 
Operating income*15.7 21.0 (5.3)(25.2)
Interest expense, net29.8 29.8 — — 
Loss before income taxes and other items*(14.2)(8.8)(5.4)(61.4)
Income tax (benefit) expense(5.7)5.2 (10.9)(209.6)
Income (loss) from unconsolidated affiliates, net1.4 (1.3)2.7 207.7 
Net income attributable to noncontrolling interests0.2 0.6 (0.4)(66.7)
Net loss attributable to Pyxus International, Inc.*$(7.3)$(15.8)8.5 53.8 
Leaf:
Product revenues$393.0 $458.2 (65.2)(14.2)
Tobacco costs316.9 375.7 (58.8)(15.7)
Transportation, storage, and other period costs22.6 25.1 (2.5)(10.0)
Total product cost of goods sold339.5 400.8 (61.3)(15.3)
Product gross profit53.5 57.4 (3.9)(6.8)
Product gross profit as a percent of sales13.6 %12.5 %
Kilos sold63.5 66.9 (3.4)(5.1)
Average price per kilo$6.19 $6.85 (0.66)(9.6)
Average cost per kilo5.35 5.99 (0.64)(10.7)
Average gross profit per kilo0.84 0.86 (0.02)(2.3)
Processing and other revenues$42.8 $50.2 (7.4)(14.7)
Processing and other costs of services sold36.2 42.6 (6.4)(15.0)
Processing and other gross profit6.6 7.6 (1.0)(13.2)
Processing and other gross profit as a percent of sales15.4 %15.1 %
All Other:
Sales and other operating revenues$2.0 $0.4 1.6 400.0 
Cost of goods and services sold0.7 (0.2)0.9 450.0 
Gross profit1.3 0.6 0.7 116.7 
Gross profit as a percent of sales65.0 %150.0 %
* Amounts may not equal column totals due to rounding.
25


Sales and other operating revenues decreased $71.0 million, or 14.0%, to $437.8 million for the three months ended June 30, 2026 from $508.8 million for the three months ended June 30, 2025. This decrease was due to the impact of lower average sales prices primarily for leaf products in South America and Africa, and a decline in volumes sold mainly driven by the timing of shipments in North America. The current crop in North America was substantially shipped in the fourth quarter of fiscal year 2026, whereas comparable crop shipments in the prior year occurred during the first quarter of fiscal year 2026.

Cost of goods and services sold decreased $66.8 million, or 15.1%, to $376.4 million for the three months ended June 30, 2026 from $443.2 million for the three months ended June 30, 2025, corresponding to the reduction in sales and other operating revenues, as well as lower purchasing costs for tobacco.

Gross profit decreased $4.2 million, or 6.4%, to $61.4 million for the three months ended June 30, 2026 from $65.6 million for the three months ended June 30, 2025. This decrease was mainly due to the timing of shipments in North America and customer mix in Africa, partially offset by improved pricing in Europe. These same factors led to a slight reduction in average leaf gross profit per kilo of $0.84 for the three months ended June 30, 2026 compared to average leaf gross profit per kilo of $0.86 for the three months ended June 30, 2025.

Income tax (benefit) expense decreased $10.9 million, or 209.6%, to a benefit of $5.7 million for the three months ended June 30, 2026 from an expense of $5.2 million for the three months ended June 30, 2025. This decrease was primarily attributable to favorable foreign currency impacts recognized during the current-year period, and a decrease in the expense associated with unrecognized tax benefits. See "Note 4. Income Taxes" to the "Notes to Condensed Consolidated Financial Statements" for additional information.
26


Liquidity and Capital Resources

Overview
Our primary sources of liquidity are cash generated from operations, short-term borrowings under our foreign seasonal lines of credit, availability under our ABL Credit Facility, and cash collections from our securitized receivables. Our liquidity requirements are affected by various factors from our tobacco leaf business, including crop seasonality, foreign currency and interest rates, green tobacco prices, customer mix, crop size, and quality. Our leaf tobacco business is seasonal, and purchasing, processing, and selling activities have several associated peaks where cash on-hand and outstanding indebtedness may vary significantly compared to year end. The first two quarters of our fiscal year generally represent the peak of our working capital requirements.

We believe that our sources of liquidity will be sufficient to fund our anticipated operating needs for the next twelve months. During such time, our liquidity needs for operations may approach the levels of our anticipated available cash and permitted borrowings under our credit facilities. Unanticipated developments affecting our liquidity needs, including with respect to the foregoing factors, and sources of liquidity, including impacts affecting our cash flows from operations and the availability of capital resources (including an inability to renew or refinance seasonal lines of credit), may result in a deficiency in liquidity. To address a potential liquidity deficiency, we may undertake plans to minimize cash outflows, which could include exiting operations that do not generate positive cash flow. It is possible that, depending on the occurrence of events affecting our liquidity needs and sources of liquidity, such plans may not be sufficient to adequately or timely address a liquidity deficiency.

Debt Financing
We continue to finance our business with a combination of short-term and long-term credit lines, the long-term debt securities, advances from customers, and cash from operations when available. See "Note 11. Debt Arrangements" to the "Notes to Condensed Consolidated Financial Statements" for a summary of our short-term and long-term debt.

We continuously monitor and, as available, adjust funding sources as needed to enhance and drive various business opportunities. From time to time we may take steps to reduce our debt or otherwise improve our financial position. Such actions could include prepayments, open market debt repurchases, negotiated repurchases, other redemptions or retirements of outstanding debt, and refinancing of debt. The amount of prepayments or the amount of debt that may be repurchased, refinanced, or otherwise retired, if any, will depend on market conditions, trading levels of our debt, our cash position, compliance with debt covenants, and other considerations.

The following summarizes our total borrowing capacity at June 30, 2026 and 2025 under our short-term and long-term credit lines and letter of credit facilities and the remaining available amount after the reduction for outstanding borrowings and amounts reserved for outstanding letters of credit:

June 30, 2026June 30, 2025
(in millions)Total Borrowing CapacityRemaining Amount AvailableTotal Borrowing CapacityRemaining Amount Available
Senior secured credit facility:
ABL Credit Facility$150.0 $150.0 $150.0 $150.0 
Foreign seasonal lines of credit1,170.4 351.4 1,025.2 171.2 
Letters of credit10.9 2.6 12.3 3.4 
Total$1,331.3 $504.0 $1,187.5 $324.6 

The total borrowing capacity of our foreign seasonal lines of credit increased $145.2 million and the remaining amount available also increased by $180.2 million when compared to the prior year. Our foreign seasonal lines of credit are utilized to purchase green tobacco in our sourcing origins and provide us with purchasing flexibility. Lower green tobacco prices and the slower pace of our purchasing in the current year have resulted in an increase in the remaining amount available for borrowing under our foreign seasonal lines of credit, which are subject to limitations based on the level of receivables and inventories as collateral and by certain restrictive covenants.

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Net Debt
We refer to "Net debt," a non-GAAP measure, as total debt liabilities less cash and cash equivalents. We believe this non-GAAP financial measure is useful to monitor leverage and to evaluate changes to the Company's capital structure. A limitation associated with using net debt is that it subtracts cash and cash equivalents, and therefore, may imply that management intends to use cash and cash equivalents to reduce outstanding debt and that cash held in certain jurisdictions can be applied to repay obligations owing in other jurisdictions and without reduction for applicable taxes. In addition, net debt suggests that our debt obligations are less than the most comparable GAAP measure indicates. The following summarizes the computation of net debt:

(in millions)June 30, 2026June 30, 2025March 31, 2026
Notes payable$828.6 $880.9 $477.1 
Long-term debt(1)
456.0 455.1 455.8 
Total debt liabilities$1,284.6 $1,336.0 $932.9 
Less: Cash and cash equivalents175.9 96.4 134.3 
Net debt$1,108.7 $1,239.6 $798.6 
(1) Long-term debt includes outstanding indebtedness under the ABL Credit Facility. There were no outstanding amounts under the ABL Credit Facility as of each period end shown. Weighted average borrowings outstanding under the ABL Credit Facility were $42.1 million and $57.6 million for the three months ended June 30, 2026 and 2025, respectively.

Net debt decreased as of June 30, 2026 when compared to June 30, 2025 primarily due to higher cash and cash equivalents from the collection of trade receivables, net, as well as reduced borrowings on our foreign seasonal lines of credit due to lower green tobacco prices and a slower pace of purchasing primarily at our sourcing locations in Africa and South America.

Working Capital
The following summarizes our working capital:

(in millions except for current ratio)June 30, 2026June 30, 2025March 31, 2026
Cash, cash equivalents, and restricted cash$179.5 $101.4 $137.7 
Trade and other receivables, net186.6 223.3 264.9 
Inventories and advances to tobacco suppliers, net1,192.8 1,183.5 854.3 
Recoverable income taxes14.4 11.7 2.9 
Prepaid expenses and other current assets79.7 71.1 70.8 
Total current assets*$1,652.9 $1,591.0 $1,330.5 
Notes payable$828.6 $880.9 $477.1 
Accounts payable114.6 124.3 146.8 
Advances from customers166.7 87.4 175.0 
Accrued expenses and other current liabilities131.5 104.2 114.8 
Income taxes payable10.8 10.4 9.1 
Operating leases payable10.1 9.6 9.9 
Total current liabilities*$1,262.3 $1,216.8 $932.8 
Current ratio 1.3 to 11.3 to 11.4 to 1
Working capital$390.6 $374.2 $397.7 
* Amounts may not equal column totals due to rounding.

Working capital increased $16.4 million, or 4.4%, from June 30, 2025 to June 30, 2026. The improvement was driven by higher cash and cash equivalents resulting from the collection of trade and other receivables, net, and the receipt of cash advances from customers, together with lower outstanding borrowings on our foreign seasonal lines of credit. These improvements were partially offset by higher contract liabilities associated with our obligation to ship tobacco to certain customers at a future date.

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Inventories
The following summarizes inventory committed to a customer and uncommitted inventory balances for processed tobacco:

(in millions)June 30, 2026June 30, 2025March 31, 2026
Committed$611.3 $562.3 $462.2 
Uncommitted60.3 13.6 45.2 
Total processed tobacco$671.6 $575.9 $507.4 

Total processed tobacco increased by $95.7 million, or 16.6%, from June 30, 2025 to June 30, 2026. This increase is primarily from larger carry-over crop volumes in Africa. The level of uncommitted processed tobacco at June 30, 2026 is higher than the prior-year period, reflecting the current oversupply market environment, compared with more balanced supply and demand conditions a year ago. See "Note 7. Inventories, Net" to the "Notes to Condensed Consolidated Financial Statements" for additional information.

Sources and Uses of Cash
We typically finance our non-U.S. tobacco operations with committed and uncommitted short-term foreign seasonal lines of credit, normally extending for a term of 180 to 365 days, corresponding to the tobacco crop cycle in that market. For uncommitted facilities, the lenders have the right to cease making loans and demand repayment of loans. These short-term seasonal lines of credit are generally renewed at the outset of each tobacco season. We maintain various other financing arrangements to meet the cash requirements of our businesses. See "Note 11. Debt Arrangements" to the "Notes to Condensed Consolidated Financial Statements" for additional information.

We utilize capital in excess of cash flow from operations to finance accounts receivable, inventory, and advances to tobacco suppliers in foreign countries. In addition, we may periodically elect to purchase, redeem, repay, retire, or cancel indebtedness prior to stated maturity under our various foreign credit lines.

As of June 30, 2026, our cash, cash equivalents, and restricted cash was $179.5 million, of which approximately $130.9 million was held in foreign jurisdictions for working capital needs, a majority of which is subject to exchange controls and a portion of which is subject to tax consequences upon repatriation, which could limit our ability to fully repatriate these funds. Fluctuation of the U.S. dollar versus many of the currencies in which we have costs may have an impact on our working capital requirements. We will continue to monitor and hedge foreign currency costs, as needed.

The following summarizes the sources and uses of our cash flows:
Three Months Ended
June 30,
(in millions)20262025
Net loss$(7.0)$(15.3)
Trade and other receivables9.6 (52.4)
Inventories and advances to tobacco suppliers(339.6)(388.0)
Payables and accrued expenses(13.8)0.4 
Advances from customers(6.7)(49.8)
Other(2.2)9.8 
Net cash used in operating activities$(359.7)$(495.3)
Collections from beneficial interests in securitized trade receivables 58.5 41.0 
Other(3.9)(3.4)
Net cash provided by investing activities$54.6 $37.6 
Net proceeds from short-term borrowings353.6 476.9 
Other(5.1)(2.4)
Net cash provided by financing activities$348.5 $474.5 
Effect of exchange rate changes on cash(1.5)(1.0)
Increase in cash, cash equivalents, and restricted cash$41.9 $15.8 

The change in cash, cash equivalents, and restricted cash for the three months ended June 30, 2026 compared to the three months ended June 30, 2025 increased by $26.1 million. This increase was due to higher collections of cash from customers to
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satisfy outstanding trade receivables and advances from customers in exchange for our promise to deliver processed tobacco at a future date, partially offset by reduced proceeds from short-term borrowings due to lower green tobacco prices in Africa and South America.

Planned Capital Expenditures
Capital spend for fiscal year 2027 includes strategic projects to drive long-term efficiencies and cost optimization at our largest operations in Africa and South America. Capital expenditures are also planned for the routine replacement of machinery and equipment, and investments in other such assets to enhance our operational effectiveness and to support our ongoing sustainability efforts. For the three months ended June 30, 2026, we incurred approximately $4.2 million in capital expenditures, and are expecting to incur an additional $34.2 million for the remainder of the fiscal year ending March 31, 2027.

Pension and Postretirement Health and Life Insurance Benefits
The following summarizes cash contributions to pension and postretirement health and life insurance benefits:

Three Months Ended
(in millions)June 30, 2026
Contributions made during the period$1.2 
Contributions expected for the remainder of the fiscal year3.3 
Total$4.5 

Critical Accounting Estimates
There have been no material changes to our critical accounting estimates since March 31, 2026. For information regarding our critical accounting estimates, see Part II, Item 7 "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Company's Annual Report on Form 10-K for the fiscal year ended March 31, 2026.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

There have been no material changes to our market risk exposures since March 31, 2026. For a discussion of our exposure to market risk, see Part II, Item 7A "Quantitative and Qualitative Disclosures About Market Risk" contained in our Annual Report on Form 10-K for the fiscal year ended March 31, 2026.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures
We maintain disclosure controls and procedures (as defined in Rule 13a-15(e) of the Securities Exchange Act of 1934, as amended (the "Exchange Act")) designed to provide reasonable assurance that the information required to be disclosed in the reports we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and that this information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow for timely decisions regarding required disclosure. Due to inherent limitations, our disclosure controls and procedures, however well designed and operated, can provide only reasonable assurance (not absolute) that the objectives of the disclosure controls and procedures are met.

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures (as required by Rule 13a-15(b) of the Exchange Act) as of June 30, 2026. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded our disclosure controls and procedures (as defined in Rule 13a-15(e) of the Exchange Act) were effective to provide reasonable assurance as of June 30, 2026.

Changes in Internal Control over Financial Reporting
As required by Rule 13a-15(d) under the Exchange Act, our management, including our Chief Executive Officer and Chief Financial Officer, concluded that no changes in our internal control over financial reporting occurred during the three months ended June 30, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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Part II. Other Information

Item 1. Legal Proceedings

See "Note 16. Contingencies and Other Information" to the "Notes to Condensed Consolidated Financial Statements" for additional information with respect to legal proceedings, which are incorporated by reference herein.

Item 1A. Risk Factors

In addition to the other information set forth in this report and in our other filings with the Securities and Exchange Commission, investors should carefully consider our risk factors, which could materially affect our business, financial condition, or operating results. As of the date of this report, there are no material changes or updates to the risk factors previously disclosed in Part I, Item 1A "Risk Factors" in the Company's Annual Report on Form 10-K for the fiscal year ended March 31, 2026.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities

The Company did not repurchase any of its equity securities during the three months ended June 30, 2026.

On August 15, 2024, the Board of Directors authorized a program to repurchase up to $10,000,000 plus fees and expenses of our common stock in the open market or through privately negotiated transactions, subject to limitations under the Company's debt agreements (which currently limit the aggregate amount that may be applied to repurchase shares of common stock to $1,000,000). The repurchase by the Company on August 21, 2024 of shares of its common stock for approximately $1,000,000, inclusive of brokerage fees, was applied to this limit. This program expires on August 15, 2027. If current restrictions under applicable debt agreements are modified to permit further repurchases of common stock by the Company, the number, price, structure and timing of any further share repurchases will be at the Company's sole discretion, and any such future repurchases of our common stock are dependent on market conditions, liquidity needs, and certain restrictions under our debt arrangements, among other factors.

No cash dividends on shares of common stock of Pyxus International, Inc. were paid to shareholders during the three months ended June 30, 2026. As of June 30, 2026, the payment of such dividends is restricted under the terms of our debt agreements.

Item 5. Other Information

During the three months ended June 30, 2026, none of the Company's directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted or terminated a "Rule 10b5-1 trading arrangement" or adopted or terminated a "non-Rule 10b5-1 trading arrangement" (as such terms are defined in Item 408 of Regulation S-K).

Item 6. Exhibits

Exhibit No.Description
31.1
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)
31.2
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)
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Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)
101.INSXBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document (filed herewith)
101.SCHInline XBRL Taxonomy Extension Schema (filed herewith)
101.CALInline XBRL Taxonomy Extension Calculation Linkbase (filed herewith)
101.DEFInline XBRL Taxonomy Extension Definition Linkbase (filed herewith)
101.LABInline XBRL Taxonomy Extension Label Linkbase (filed herewith)
101.PREInline XBRL Taxonomy Extension Presentation Linkbase (filed herewith)
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

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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 thereunto duly authorized.
Pyxus International, Inc.
Date: August 5, 2026
/s/ Christopher G. Meredith
Christopher G. Meredith
Corporate Controller
(Principal Accounting Officer)
                
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