What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2023-03-28 compared with 2022-12-28 · 534 added, 491 removed, 384 unchanged (73% of the section changed)

20 unchanged sentences

forward-looking

“contemplates,”

“anticipates,”

“expects,” “hopes,” “may,”

“should,” “plans,” “projected,” “contemplates,”

“anticipates,” or similar words.

Actual outcomes or

forward-looking

2 unchanged sentences

uncertainties,

actual results

forward-looking

statements include,

among others,

disease, pests,

product recall),

States (“U.S.”),

other countries

first detected

in commercial

factors that are difficult to predict and may

be beyond our control.

The factors that could cause actual results

to differ materially

projected in the

forward-looking statements

include, among

the risk factors

commercial flocks in

2022, (iii) changes

in the demand

for and market

prices of shell

eggs and feed

costs, (iv) our

ability to predict

acquisition of new

flocks or businesses and

risks or changes

that may cause

conditions to completing

a pending acquisition

inflation and interest rates, which generally have been exacerbated

by Russia’s invasion of Ukraine starting

February 2022, (vii)

existing customers,

for and market prices

of shell eggs

and feed costs,

for cage-free

specialty eggs,

obligations that

acquisition of

or businesses

cause conditions

to completing

pending acquisition not

to be met, (vi) risks

relating to increased costs,

rising inflation and rising

interest rates, which generally

customers and

adverse results

litigation matters.

(viii) adverse

pending litigation

COVID-19 pandemic.

are cautioned

forward-looking statements

because, while

while we believe

the assumptions on

which the forward-looking

statements are based

are reasonable, there

can be no assurance

forward-looking

statements will

forward-looking statements

forward-looking statements included

the respective

dates thereof,

date is stated,

as of the date

respective dates

the date hereof.

otherwise required

intent or obligation

to update publicly

these forward-looking statements,

whether because of

new information, future

forward-looking

future events, or otherwise.

approximately

8 unchanged sentences

in the U.S., food

distributors, and

states across

the southwestern,

distributors,

product customers

southwestern,

southeastern, mid-western

8 unchanged sentences

market prices

eggs or formulas related to our costs of production which include the cost of corn and soybean

directly to consumers or set the prices at which eggs are sold to consumers.

eggs fluctuate

demand factors

natural increase

production during

Historically,

Thanksgiving,

Consequently,

equal, we would

expect to experience

lower selling prices, sales

volumes and net

income (and may

incur net losses) in

August/September

respectively.

fluctuations,

necessarily meaningful comparisons.

availability of

7 unchanged sentences

limited supply

purchase organic

ingredients, we

ingredients in

20 unchanged sentences

provider of quality food choices.

also focused on additional ways

to enhance its product mix

and support new opportunities in the

restaurant, institutional

and industrial food

products arena.

October 4, 2021, Cal-Maine

Foods announced a

strategic investment of $18.5

opportunities

institutional

(“MeadowCreek”),

focused on offering

hard-cooked eggs.

Foods serves as the preferred

provider of specialty and

conventional eggs for

million investment

the Company’s

specialty and

an additional

$13.8 million

investment to

controlling interest

additional equipment

capital needs

support growth opportunities for

As demand for

hard-cooked eggs continues to grow,

the funds will be used for

MeadowCreek’s

operational by or before March 2023.

opportunities

better serve MeadowCreek’s

MeadowCreek began operations during the third quarter of fiscal 2023.

shell egg customers in 13 western states.

20 unchanged sentences

phase of membership, and we expect this process to be completed on

or before the end of our fiscal year 2023.

eggs fluctuate

demand factors

natural increase

production during

Historically,

Thanksgiving,

Consequently,

equal, we would

expect to experience

lower selling prices, sales

volumes and net

income (and may

incur net losses) in

August/September

respectively.

fluctuations,

necessarily meaningful comparisons.

or before the end of calendar year 2023.

first detected

in commercial

Outbreaks in commercial flocks in the U.S.

have most recently

occurred during each month from September to December

surpassed the

prior 2014-2015

commercial flocks

most recently

from September

Disease Control

been no positive tests for HPAI

at any Cal-Maine Foods’ owned or contracted production

facility as of December 28, 2022.

and Prevention,

these detections

immediate public

or contracted

USDA division

2 unchanged sentences

approximately

43.3 million commercial

layer hens and 1.0

million pullets have been

depopulated due to HPAI

outbreak will

continue to exert

downward pressure

on the overall

supply of eggs,

and the duration

of those effects

in part on the timing of replenishment of the U.S.

Prior to the outbreak of HPAI

in February 2022, the layer hen

approximately

Market Analytics report dated December

8, 2022, the layer hen inventory

is not projected to exceed this 328 million

5.8% compared

reported that

from July 2022 through November 2022 increased 5.8% as compared

with the prior-year period.

February 2022.

believe the HPAI

outbreak will continue

to exert downward

pressure on the

overall supply of

eggs, and the

duration of those

effects will depend

in part on the

timing of replenishment

layer hen flock.

Prior to the outbreak

of approximately

million hens.

a LEAP Market

Analytics report

hen inventory

exceed this 328

million mark again until

January of 2024.

Layer hen numbers reported

by the USDA as

of March 1, 2023

indicating that layer flocks may increase in the future.

we have implemented

15 unchanged sentences

to judicial challenge,

and in October 2022 the Supreme Court of the U.S.

and in October

2022 the U.S.

Supreme Court

heard oral arguments

in a case challenging California’s

law that requires the

cage-free eggs in

decision in that

case is expected

These laws have

already affected

challenging California’s

law that requires

of only cage-free eggs in

A decision in that case

is expected in the summer of 2023.

These laws have already affected

(conventional

for cage-free

production could

national demand for cage-free production

could be greater than the

current supply,

cage-free production

capacity is constructed.

Likewise, the national

conventional production

could exceed consumer demand which would decrease the prices

which would increase the prices

production could exceed consumer demand, which would decrease the

of conventional eggs.

1 unchanged sentence

of our customers

have previously announce

have previously announced

goals to offer

24 unchanged sentences

EXECUTIVE OVERVIEW

due primarily

prices, partially

ingredients and processing, packaging and warehouse costs.

For the third quarter

of fiscal 2023,

we recorded a gross

profit of $463.0 million

compared to $91.6 million

for the same period

ingredients and other farm production costs as well as increased processing

packaging and warehouse costs.

average selling

third quarter

the prior-year

1 unchanged sentence

specialty egg

per dozen were $2.370 compared to $1.898 for

the prior-year period.

Conventional egg prices increased in

the second quarter of

discussion under the

the prior-year

fiscal 2023 primarily due to decreased supply caused by the HPAI

outbreak combined with robust customer demand,

winter holiday

the discussion

heading “HPAI”

average price for the

UB southeast large

index for the second

fiscal 2023 increased 154.8% from the comparable period

in the prior year, reaching near-record

Conventional egg prices

daily average

Barry southeast

third quarter

2023 increased

the comparable

historically.

formulas that adjust periodically and take into account,

in varying ways, independently quoted regional wholesale

market prices

for shell eggs

or formulas related

of production.

of our specialty

eggs are typically

sold at prices

terms negotiated directly

with customers and

therefore do not

fluctuate as much

as conventional pricing.

For information about

historical shell egg prices, see Part I Item I of our 2022 Annual Report.

Our total dozens

sold increased 5.4% to

284.1 million dozen shell

eggs for the second

quarter of fiscal 2023

compared to 269.6

specialty eggs

retailers continued

products and cage-free legislation went into full effect in California

and Massachusetts on January 1, 2022.

production costs

Conventional egg

prices generally

market conditions

conventional shell eggs based on

formulas that adjust periodically and take into

account, in varying ways, independently quoted

conventional pricing.

For information about historical shell egg prices,

see Part I Item I of our 2022 Annual Report.

increased 1.3%

the second quarter

million dozen

third quarter

2023 compared

million dozen for

the same period

of fiscal 2022.

This increase was

primarily due to

increased prices for

feed ingredients and

a higher basis

our production

For the third quarter

of fiscal 2023,

conventional dozens sold

decreased 2.7%

and specialty

dozens sold increased

9.4% as compared

quarter in fiscal

for specialty eggs

third quarter

2023 compared

due primarily

higher prices

for conventional

Further, demand for specialty eggs continued

to increase as retailers continued to shift to selling cage-free products.

Our farm production

costs per dozen

produced for the

third quarter of

fiscal 2023 increased

18.2%, or $0.166,

compared to the

third quarter of fiscal 2022.

This increase was primarily due

to increased feed ingredient

costs as well as increased facility

and higher amortization

of our flocks.

For the third quarter of

fiscal 2023, the average

Chicago Board of Trade

(“CBOT”) daily

meal, representing

respectively,

compared to the average

daily CBOT prices

for the comparable

period in the prior

For information about

historical corn and soybean meal prices, see Part I Item I of our 2022 Annual Report.

Operations expressed as a percentage of net sales.

historical corn and soybean meal prices, see Part I Item I of our 2022 Annual

The following

table sets forth,

for the periods

indicated, certain

our Condensed Consolidated

Statements of Income

expressed as a percentage of net sales.

Thirteen Weeks

Twenty-six Weeks

Thirty-nine Weeks Ended

February 25, 2023

February 26, 2022

February 25, 2023

February 26, 2022

Cost of sales

Selling, general and administrative

Gain on insurance recoveries

(Gain) loss on disposal of fixed assets

1 unchanged sentence

Total other income, net

Income (loss) before income taxes

Income before income taxes

Income tax expense (benefit)

Net income (loss)

period of fiscal 2022.

Net shell egg sales represented

96.5% and 97.0% of total net sales

for the second quarters of fiscal

2023 and 2022, respectively.

Shell egg sales classified

as “Other” represent

sales of hard-cooked

eggs and other

miscellaneous byproducts included

shell egg operations.

net sales for the

third quarter of fiscal

2023 were $997.5 million

compared to $477.5 million

for the same period

represented 96.

2022, respectively.

sales classified

miscellaneous

resale products

egg operations.

comparable period of fiscal 2022.

November 27, 2021, respectively.

February 26, 2022, respectively.

The table below presents an analysis of our conventional and specialty shell egg

1 unchanged sentence

Thirteen Weeks

Twenty-six Weeks

November 26, 2022

November 27, 2021

November 26, 2022

November 27, 2021

Thirty-nine Weeks Ended

February 25, 2023

February 26, 2022

February 25, 2023

February 26, 2022

Total net sales

10 unchanged sentences

Shell egg net sales

Second Quarter – Fiscal 2023

second quarter

of fiscal 2022,

primarily due

to the increase

for conventional shell

eggs, slightly

of conventional

million increase

Third Quarter – Fiscal 2023

third quarter

conventional egg

sales increased

$408.4 million,

change in volume resulted in a $7.5 million decrease in net sales, respectively.

Conventional egg prices increased in the second

Conventional egg

prices increased

third quarter

primarily due

supply caused

Specialty egg

sales increased $89.3

million, or 48.8%,

quarter of fiscal

primarily due to decreased supply caused by

consumer demand).

As a result of

the independently quoted

wholesale market prices

for conventional

eggs reaching near-record

average selling

price for conventional

eggs exceeded

the average selling

price for specialty

second quarter

historically.

generally respond

conditions as

conventional shell

independently

conventional pricing.

million increase in net sales.

selling price of

specialty eggs increased

in response to

rising feed and

other input costs

2023 compared to

the third quarter

increase in net sales.

Net average selling prices

of specialty eggs increased

in response to rising feed

and other input costs as well

market conditions due to HPAI.

higher cage-free production capacity.

Cage-free egg sales

for the third quarter

of fiscal 2023 represented

of our total net

shell egg sales versus

same prior year

to the higher

conventional egg

prices causing

conventional egg

sales to represent

compared to the third quarter

of fiscal 2022 as the

higher conventional egg prices drove

demand for specialty eggs

increased as conventional egg prices

Our sales volume

benefited as we produced 11%

more specialty

prior-year period,

free production capacity

and better utilization of that capacity.

47.4% in the second quarter of fiscal 2023 as compared to the second

quarter of fiscal 2022.

Twenty-six weeks –

Fiscal 2023 vs.

we utilized our expanded cage-free production capacity.

Thirty-nine weeks – Fiscal 2023 vs.

slightly offset

6 unchanged sentences

sales, respectively.

Specialty egg sales

increased $149.2 million,

or 53.4%, for the

twenty-six weeks ended

November 26, 2022 compared

resulted in a

$82.1 million increase

and changes in

specialty egg price resulted

Specialty egg

sales increased

$238.5 million,

thirty-nine weeks

ended February

same period of

primarily due

for specialty

Additionally,

conventional egg prices.

Changes in specialty

egg prices resulted

in a $138.7 million

increase in net sales

in volume resulted in a $99.7 million increase,

respectively.

Egg products net sales

Second Quarter – Fiscal 2023

Third Quarter – Fiscal 2023

increased $19.8

3 unchanged sentences

million positive

that started in February 2022.

Twenty-six weeks –

Fiscal 2023 vs.

Our egg products net average selling price increased in the third quarter

of fiscal 2023, compared to the third quarter of

fiscal 2022 as the supply of shell eggs

used to produce egg products decreased

due to the HPAI

outbreak that started in

February 2022.

Thirty-nine weeks – Fiscal 2023 vs.

increased $54.8

2 unchanged sentences

increase compared

to the first twenty-six weeks of fiscal 2022, which had a $34.3 million

to the first thirty-nine weeks of fiscal 2022, which had a $53.5 million

positive impact on net sales.

products net average

selling price increased

in the twenty-six

2022, compared

Our egg products net average selling price increased

in the thirty-nine weeks ended February 25, 2023

compared to the

outbreak that started in February 2022.

COST OF SALES

Costs of sales

third quarter of

were $534.5 million

compared to $385.9

million for the

same period of

sales for the

thirty-nine weeks

ended February 25,

2023 were $1,459.2

million compared

to $1,042.2 million

the same period of fiscal 2022.

sales consists

1 unchanged sentence

to producing,

outside producers, processing and packing of liquid

and frozen egg products and other non-egg costs.

production costs are

outside producers, processing and packing

of liquid and frozen egg products and other non-egg

Farm production costs are

production facility,

1 unchanged sentence

hen amortization

The following table presents the key variables affecting our cost of

sales (in thousands, except cost per dozen data):

The following table presents the

key variables affecting our cost of sales (in thousands, except cost per

Thirteen Weeks

Twenty-six Weeks

Thirty-nine Weeks Ended

February 25, 2023

February 26, 2022

February 25, 2023

February 26, 2022

Cost of Sales:

12 unchanged sentences

Farm Production

Second Quarter – Fiscal 2023

Feed costs per dozen

produced increased 29.5% in

the second quarter of fiscal

2023 compared to the

second quarter of

This increase was primarily due to increased prices for corn, our primary

feed ingredient.

second quarter

average daily

meal representing

Third Quarter – Fiscal 2023

This increase was

primarily due

prices for corn,

our primary feed

Basis levels for

corn and soybean meal ran significantly higher in our area of operations

compared to our prior year third fiscal quarter,

adding to our expense.

For the third

quarter of fiscal

2023, the average

market price was

$6.67 per bushel

ton of soybean

meal, representing increases

14.8%, respectively,

CBOT prices for the second quarter of fiscal 2022.

production costs

increased due

flock amortization,

primarily from

prices discussed

increased our amortization expense.

Twenty-six weeks –

Fiscal 2023 vs.

produced increased

the twenty-six

2022 compared

same period of fiscal 2021, primarily due to higher feed ingredient prices.

production costs

increased due

as compared to the

average daily CBOT

prices for the third quarter of fiscal 2022.

amortization.

wages raised in response to labor shortages.

Flock amortization

primarily from

prices discussed

increased our amortization expense.

stock-to-use ratio

weather-related shortfalls

in production

ongoing disruptions

increased primarily

third quarter

increased feed

ingredient prices

discussed above,

remained high

third quarter

experienced higher amortization costs from an increase in our cage-free

production, which has higher capitalized costs.

Thirty-nine weeks – Fiscal 2023 vs.

2022, primarily

due to higher

feed ingredient prices

Basis levels for

corn and soybean

significantly higher in our area of operations compared to our prior year third

fiscal quarter, adding to our expense.

amortization.

wages raised in response to labor shortages.

Flock amortization increa

sed primarily from

higher capitalized feed

costs as well as

higher amortization

costs from an

increase in our cage-free production.

Supplies of corn and

soybean remained tight relative to

demand in the third quarter

of fiscal 2023,

as evidenced by a low stock-

to-use ratio for corn,

as a result of

weather-related shortfalls in

production and yields, ongoing

supply chain disruptions and

Russia-Ukraine

export markets

Additionally,

significantly higher

of operations

fiscal quarter,

pricing pressures and further market volatility to affect

Processing, packaging, and warehouse

Second Quarter – Fiscal 2023

Cost of packaging

materials increased 38.3

compared to the

second quarter of

due to rising

inflation and

Third Quarter – Fiscal 2023

packaging materials

increased 10.9%

rising inflation

Labor costs increased 14.2%

due to wage increases and increased use of contract labor in response to labor shortages

increase in costs.

Twenty-six weeks –

Fiscal 2023 vs.

rising inflation and labor costs.

Thirty-nine weeks – Fiscal 2023 vs.

Cost of packaging materials

increased 15.5%

compared to the thirty-nine

weeks ended February 26, 2022

due to rising

inflation and labor costs.

increased 13.7%

wage increases

shortages, primarily

Dozens processed

increased 7.0%

twenty-six weeks

ended November

which resulted

$7.3 million increase in costs.

Egg purchases and other (including change in inventory)

Second Quarter – Fiscal 2023

Third Quarter – Fiscal 2023

Costs in this

4 unchanged sentences

the volume of

purchases, causing the percentage of produced to sold to decrease to 92.0% from

Twenty-six weeks –

Fiscal 2023 vs.

purchases, causing the percentage of produced to sold to decrease to 90.3%

Thirty-nine weeks – Fiscal 2023 vs.

Costs in this

5 unchanged sentences

purchases, as our percentage of produced to sold decreased to 91.9% from 93.3%.

second quarter

$317.8 million

$43.7 million

primarily due

increased volume

sold, partially offset by the increased cost of feed ingredients and

processing, packaging and warehouse costs.

twenty-six weeks

ended November

million compared

sold, partially offset

by the increased cost of

feed ingredients and processing,

packaging and warehouse costs

and the decreased

volume of conventional egg sales.

the thirty-nine

period of fiscal

4 unchanged sentences

the increased volume

specialty eggs sold, partially offset by the increased cost of feed ingredients

and processing, packaging and warehouse costs.

specialty eggs sold, partially offset by the increased

cost of feed ingredients and processing, packaging and warehouse costs and

the decreased volume of conventional egg sales.

SELLING, GENERAL, AND ADMINISTRATIVE

3 unchanged sentences

Thirteen Weeks

November 26, 2022

November 27, 2021

February 25, 2023

February 26, 2022

Specialty egg expense

3 unchanged sentences

Other expenses

Second Quarter – Fiscal 2023

Specialty egg expense

Specialty egg

expense, which includes

franchise fees, advertising

and promotion

costs, generally

aligns with specialty

period of fiscal

Third Quarter – Fiscal 2023

Specialty egg expense

only increased by

2.9%, primarily due

to increased sales

to other Eggland’s

(“EB”) franchisees, including

unconsolidated affiliates, Specialty

Eggs, LLC and Southwest Specialty

These franchisees were

responsible for the

franchise fees, advertising

and promotion costs associated

with those sales,

which resulted in reduced costs for us.

conventional eggs and the comparatively lower prices for specialty

eggs diminished the need to promote specialty eggs

in the third quarter of fiscal 2023.

Delivery expense

The increased delivery expense is primarily due to the increase in contract trucking.

approximately

million in the third quarter of fiscal 2023 compared to the third quarter of fiscal 2022.

Payroll, taxes and benefits expense

1 unchanged sentence

Other expense

The increase in other

expense is primarily due

to increased legal expenses

of approximately $2.6 million

in the second

quarter of fiscal 2023 compared to the second quarter of fiscal 2022.

Twenty-six Weeks

November 26, 2022

November 27, 2021

The increase in other expense is primarily due to inflationary pressure increasing

Thirty-nine Weeks Ended

February 25, 2023

February 26, 2022

Specialty egg expense

3 unchanged sentences

Other expenses

Twenty-six weeks –

Fiscal 2022 vs.

Thirty-nine weeks – Fiscal 2023 vs.

Specialty egg expense

5 unchanged sentences

aligns with specialty

unconsolidated affiliates, Specialty

Eggs, LLC and Southwest Specialty

4.1%, primarily

a significant

advertising expense

unconsolidated

Additionally,

the higher prices for

comparatively

continued production of these products.

specialty eggs diminished the

need to promote specialty

as a result, EB temporarily

reduced the related franchise

fees for certain specialty egg products to encourage continued production of

these products.

Delivery expense

1 unchanged sentence

delivery expense

approximately

Payroll, taxes and benefits expense

5 unchanged sentences

INCOME (LOSS)

million for the same period of fiscal 2022.

operating loss of $41.7 million for the same period of fiscal 2022.

third quarter

recorded operating

$407.8 million

$39.6 million

period of fiscal 2022.

For the thirty-nine

weeks ended February

recorded operating

income of $831.5

million compared

to an operating

loss of $2.2 million for the same period of fiscal 2022.

OTHER INCOME (EXPENSE)

1 unchanged sentence

entities, and patronage income, among other items.

For the second quarter of fiscal 2023,

we earned $2.1 million of interest income compared to $207 thousand

for the same period

of fiscal 2022.

The increase resulted

from significantly

higher investment balances.

The Company recorded

interest expense of

$143 thousand and $78 thousand for the second quarters ended November

26, 2022 and November 27, 2021, respectively.

twenty-six weeks

ended November

third quarter

income compared

significantly

interest expense

$136 thousand

twenty-six weeks

ended November

recorded interest expense of

$143 thousand and

$126 thousand for the

third quarters ended February

25, 2023 and February

respectively.

quarter ended

million compared

for the same period of fiscal 2022.

Other, net for

the twenty-six weeks ended November

26, 2022, was income of $1.3

million compared to income of $7.0

acquisition in

remaining 50%

thirty-nine weeks

ended February

income compared

from significantly

interest rates.

2023 and February 26, 2022, respectively.

Other, net for the

third quarter ended February 25, 2023

was an expense of $1.5 million

compared to income of $1.1 million

unconsolidated entity in the third quarter of fiscal 2023.

the thirty-nine

million for the same

period of fiscal 2022.

of the decrease is due

to our acquisition in fiscal 2022

of the remaining

50% membership

we recognized

remeasurement

adjustment of our various marketing agreements.

second quarter

Additionally,

investment in an unconsolidated entity in the third quarter of fiscal 2023.

For the third

quarter of fiscal

2023, pre-tax income

$468 thousand

recorded income

which reflects

previously recognized research and development tax benefits.

2022, pre-tax

$427.7 million

was $424.9 million

compared to $53.0

million for the

same period of

recorded income tax expense of $102.1

million for the third quarter of fiscal

2023, which reflects an effective

expense was $13.6

the comparable

period of fiscal

reflects an effective

For the thirty-nine

weeks ended February

25, 2023, pre-tax income

was $852.6 million

compared to $19.7 million

recorded income

million, which

effective tax

benefit of $8.3

million in connection

River acquisition.

Excluding the discrete

tax benefit, income

tax benefit for

the comparable period of fiscal 2022 was $8.2 million with an adjusted

effective tax rate of 24.6%.

recorded an income tax benefit of $2.9 million

in the prior year period, which includes the discrete

tax benefit of $8.3 million in

connection with the Red River

Excluding the discrete tax benefit, income

tax expense for the comparable period

fiscal 2022 was $5.3 million with an adjusted effective tax

rate of 27.3%.

Our effective tax

8 unchanged sentences

TO CAL-MAINE FOODS, INC.

million or $0.02 per basic and diluted common share for the same period of

attributable to

Cal-Maine Foods,

the twenty-six

quarter ended

common share,

attributable to

Cal-Maine Foods,

$39.5 million

diluted share,

diluted share

same period of fiscal 2022.

or $0.81 per basic and diluted common share for the same period of fiscal

the thirty-nine

ended February

$13.31 per basic and $13.25 per diluted share, compared

to net income attributable to Cal-Maine Foods, Inc.

of $22.6 million or

$0.46 per basic and diluted share for the same period of fiscal 2022.

LIQUIDITY AND CAPITAL

Capital and Current Ratio

2022 was $667.5

million, compared

of working capital is defined as current assets less current

Our current ratio was 3.2 at November

26, 2022, compared

Our working capital

at February 25,

2023 was $880.3 million,

compared to $476.8

million at May 28,

The calculation

with 3.6 at May 28, 2022.

2 unchanged sentences

Cash Flows from Operating Activities

For the twenty-six weeks

ended November 26, 2022,

$344.8 million in net cash

was provided by operating

activities, compared

to $15.5 million

used by operating activities

for the comparable

period in fiscal 2022.

The increase in cash

flow from operating

compared to the prior-year period..

thirty-nine weeks

ended February

$706.5 million

operating activities,

specialty egg

sales, partially

increased costs of

feed ingredients

and processing,

packaging and

costs compared to the prior-year period.

Cash Flows from Investing Activities

weeks ended November

26, 2022, compared

to $28.6 million in

the same period of

Purchases of investments were

investments is primarily due to the increased cash provided by operating

activities noted above.

investment securities

the utilization

liquidity resulting

from increased

provided by operating activities noted above.

During the thirty-nine weeks ended February 26,

2022, we acquired the remaining

50% membership interest in Red River for $48.5 million.

Cash Flows from Financing Activities

paid dividends of

$78.4 million for the

twenty-six weeks ended

November 26, 2022 compared

to no dividends for

increased $119.6

million since

2022, compared

to a decrease

million during

the same period of fiscal 2022.

We paid dividends

of $144.6 million for the thirty-nine weeks ended February 25, 2023.

As of February 25, 2023, cash increased $162.5 million since May 28,

2022, compared to a decrease of $41.8 million during the

same period of fiscal 2022.

Credit Facility

principal amount

$250 million with

November 26, 2022,

no amounts were

borrowed under

had no long-term

debt outstanding at

February 25, 2023

entered into a credit

credit facility

1 unchanged sentence

in outstanding standby

letters of credit,

issued under our

Credit Facility for

the benefit of

certain insurance

Financial Statements,

Facility included

our 2022 Annual Report for further information regarding our long-term

letters of credit issued

under our Credit

Facility for the

benefit of certain

insurance companies.

to Part II Item

the Financial Statements,

Credit Facility included

Annual Report for further information regarding our long-term debt.

Material Cash Requirements

5 unchanged sentences

material construction

projects approved as of November 26, 2022 (in thousands):

projects approved as of February 25, 2023 (in thousands):

Project(s) Type

Projected Cost

Spent as of November

Spent as of February

Projected Cost

Cage-Free Layer & Pullet Houses/Processing

Cage-Free Layer & Pullet Houses

1 unchanged sentence

Cage-Free Layer & Pullet Houses

We believe our

16 unchanged sentences

There have been no material changes in our exposure to market risk during the

twenty-six weeks ended November 26, 2022

from the information provided in Part II Item 7A Quantitative and Qualitative

Disclosures About Market Risk in our 2022

Annual Report.

thirty-nine weeks ended February 25, 2023 from

the information provided in Part II Item 7A Quantitative and Qualitative Disclosures About

Market Risk in our 2022 Annual

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis