What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2022-06-14 compared with 2021-06-29 · 710 added, 898 removed, 1549 unchanged (51% of the section changed)

6 unchanged sentences

Notes to Consolidated Financial Statements

Report of Independent Registered Public Accounting Firm

Report of Independent Registered Public Accounting Firm (PCAOB ID No.

Pyxus International, Inc.

2 unchanged sentences

Successor Predecessor

(in thousands, except per share data) Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended March 31, 2020 Year ended March 31, 2019

(in thousands, except per share data) Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020 Year Ended March 31, 2020

Sales and other operating revenues $ 1,639,862 $ 884,328 $ 447,600 $ 1,527,261

5 unchanged sentences

Goodwill impairment 32,186 1,082 — 33,759

Operating (loss) income ( 16,048 ) ( 43,957 ) ( 11,609 ) 87,254

Loss on deconsolidation of subsidiaries 70,242 — — —

Debt retirement expense (benefit) — 828 — ( 1,753 )

Interest expense 56,724 46,616 136,656 135,553

Interest income 1,348 1,426 3,850 3,629

Reorganization items:

Gain on settlement of liabilities subject to compromise — 462,304 — —

Professional fees — ( 30,526 ) — —

United States trustee fees — ( 970 ) — —

Write-off of unamortized debt issuance costs and discount — ( 5,303 ) — —

Issuance of exit facility shares and DIP financing fees — ( 208,538 ) — —

Other debt restructuring costs — ( 19,442 ) — —

Fresh start reporting adjustments — ( 91,541 ) — —

Operating income (loss) 41,717 ( 16,048 ) ( 43,957 ) ( 11,609 )

Loss on deconsolidation/disposition of subsidiaries 10,701 70,242 — —

Debt retirement expense 1,997 — 828 —

Interest expense, net 108,383 55,376 45,190 132,806

Reorganization items, net — — 105,984 —

(Loss) income before income taxes and other items ( 79,364 ) ( 141,666 ) 16,009 ( 144,415 )

2 unchanged sentences

Net (loss) income ( 82,054 ) ( 143,006 ) 18,075 ( 270,319 )

Net loss attributable to noncontrolling interests ( 6,320 ) ( 962 ) ( 5,658 ) ( 701 )

Net income (loss) attributable to noncontrolling interests 65 ( 6,320 ) ( 962 ) ( 5,658 )

Net (loss) income attributable to Pyxus International, Inc.

1 unchanged sentence

(Loss) earnings per share:

Basic $ ( 5.47 ) $ 1.91 $ ( 28.93 ) $ ( 7.78 )

Diluted $ ( 5.47 ) $ 1.91 $ ( 28.93 ) $ ( 7.78 )

Basic and Diluted $ ( 3.28 ) $ ( 5.47 ) $ 1.91 $ ( 28.93 )

See "Notes to Consolidated Financial Statements"

3 unchanged sentences

Successor Predecessor

(in thousands) Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended March 31, 2020 Year ended March 31, 2019

(in thousands) Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020 Year Ended March 31, 2020

Net (loss) income $ ( 82,054 ) $ ( 143,006 ) $ 18,075 $ ( 270,319 )

Other comprehensive (loss) income, net of tax:

Other comprehensive income (loss), net of tax:

Foreign currency translation adjustment ( 4,224 ) ( 5,004 ) 4,377 ( 583 )

1 unchanged sentence

Cash flow hedges 8,974 ( 2,625 ) ( 531 ) 3,145

Total other comprehensive (loss) income, net of tax ( 7,088 ) 4,580 2,157 ( 12,900 )

Total other comprehensive income (loss), net of tax 10,527 ( 7,088 ) 4,580 2,157

Total comprehensive (loss) income ( 71,527 ) ( 150,094 ) 22,655 ( 268,162 )

Comprehensive loss attributable to noncontrolling interests ( 6,675 ) ( 1,030 ) ( 5,711 ) ( 452 )

Comprehensive income (loss) attributable to noncontrolling interests 55 ( 6,675 ) ( 1,030 ) ( 5,711 )

Comprehensive (loss) income attributable to Pyxus International, Inc.

4 unchanged sentences

Consolidated Balance Sheets

Successor Predecessor

(in thousands) March 31, 2022 March 31, 2021

4 unchanged sentences

Other receivables 12,511 27,920

Accounts receivable, related parties 3,585 5,030

Notes receivable, related parties 11,890 406

Inventories, net 749,427 727,893

5 unchanged sentences

Restricted cash 389 389

Long-term notes receivable, related parties 21 7,450

Investments in unconsolidated affiliates 95,420 96,356

11 unchanged sentences

Accounts payable 179,012 125,876

Accounts payable, related parties 22,376 11,820

Advances from customers 52,998 12,120

17 unchanged sentences

Retained deficit ( 218,813 ) ( 136,686 )

Accumulated other comprehensive loss ( 6,733 ) ( 59,132 )

Total stockholders’ equity (deficit) of Pyxus International, Inc.

Accumulated other comprehensive income (loss) 3,804 ( 6,733 )

Total stockholders’ equity of Pyxus International, Inc.

175,281 247,670

Noncontrolling interests 6,090 6,270

Total stockholders' equity (deficit) 253,940 ( 76,308 )

Total stockholders' equity 181,371 253,940

Total liabilities and stockholders' equity $ 1,698,527 $ 1,539,462

4 unchanged sentences

Attributable to Pyxus International, Inc.

Accumulated Other Comprehensive Loss

Accumulated Other Comprehensive Income (Loss)

(in thousands) Common

Stock Retained

(Deficit) Earnings Currency

Deficit Currency

Adjustment Pensions,

3 unchanged sentences

Stockholders’

Balance, March 31, 2020 (Predecessor) $ 469,677 $ ( 488,545 ) $ ( 22,509 ) $ ( 37,154 ) $ 531 $ 1,692 $ ( 76,308 )

Net loss — ( 92,161 ) — — — ( 648 ) ( 92,809 )

Stock-based compensation 117 — — — — — 117

Dividends paid — — — — — ( 120 ) ( 120 )

Other comprehensive (loss) income, net of tax — — ( 64 ) 494 ( 531 ) ( 76 ) ( 177 )

Balance, June 30, 2020 (Predecessor) 469,794 ( 580,706 ) ( 22,573 ) ( 36,660 ) — 848 ( 169,297 )

Net income — 111,198 — — — ( 314 ) 110,884

Stock-based compensation 8 — — — — — 8

Dividends paid — — — — — ( 180 ) ( 180 )

Change in investment in subsidiaries ( 1,655 ) — — — — ( 461 ) ( 2,116 )

Balance, March 31, 2021 (Successor) $ 391,089 $ ( 136,686 ) $ ( 4,649 ) $ 541 $ ( 2,625 ) $ 6,270 $ 253,940

Net loss attributable to Pyxus International, Inc.

— ( 11,508 ) — — — ( 120 ) ( 11,628 )

Other — ( 8 ) 8 —

Other comprehensive income, net of tax — — 689 — 4,328 — 5,017

Cancellation of Predecessor equity ( 468,147 ) 469,508 18,064 36,420 — 99 55,944

Balance, August 31, 2020 (Predecessor) $ — $ — $ — $ — $ — $ — $ —

Balance, September 1, 2020 (Successor) $ — $ — $ — $ — $ — $ — $ —

Issuance of Successor common stock 391,402 — — — — — 391,402

Fresh start adjustment to noncontrolling interests — — — — — 4,359 4,359

Net loss — ( 5,313 ) — — — ( 485 ) ( 5,798 )

Dividends paid — — — — — ( 123 ) ( 123 )

Other comprehensive (loss) income, net of tax — — ( 828 ) — — 21 ( 807 )

Balance, June 30, 2021 (Successor) 391,089 ( 148,202 ) ( 3,960 ) 541 1,703 6,158 247,329

Net loss attributable to Pyxus International, Inc.

— ( 9,681 ) — — — ( 342 ) ( 10,023 )

Other — — — — — ( 88 ) ( 88 )

Other comprehensive loss, net of tax — — ( 1,591 ) ( 512 ) ( 2,896 ) — ( 4,999 )

Balance, September 30, 2021 (Successor) 391,089 ( 157,883 ) ( 5,551 ) 29 ( 1,193 ) 5,728 232,219

Net loss — ( 8,165 ) — — — ( 55 ) ( 8,220 )

Fresh start adjustments ( 313 ) — — — — ( 246 ) ( 559 )

Other comprehensive (loss) income, net of tax — — ( 3 ) 47 ( 619 ) ( 142 ) ( 717 )

Net (loss) income attributable to Pyxus International, Inc.

— ( 30,100 ) — — — 43 ( 30,057 )

Change in investment in subsidiaries ( 799 ) — — — — ( 155 ) ( 954 )

Other comprehensive loss, net of tax — — ( 1,753 ) ( 35 ) ( 1,550 ) — ( 3,338 )

Balance, December 31, 2021 (Successor) 390,290 ( 187,983 ) ( 7,304 ) ( 6 ) ( 2,743 ) 5,616 197,870

Net loss — ( 123,208 ) — — — ( 5,780 ) ( 128,988 )

Deconsolidation of subsidiaries — — — — — 8,972 8,972

Dividends paid — — — — — ( 17 ) ( 17 )

Net (loss) income attributable to Pyxus International, Inc.

— ( 30,830 ) — — — 484 ( 30,346 )

Other comprehensive (loss) income, net of tax — — ( 1,569 ) 6,334 9,092 ( 10 ) 13,847

7 unchanged sentences

Stock Retained

Deficit Currency

(Deficit) Earnings Currency

Adjustment Pensions,

7 unchanged sentences

Stock-based compensation 117 — — — — — 117

Dividends paid — — — — — ( 120 ) ( 120 )

Other comprehensive (loss) income, net of tax — — ( 64 ) 494 ( 531 ) ( 76 ) ( 177 )

Balance, June 30, 2020 (Predecessor) 469,794 ( 580,706 ) ( 22,573 ) ( 36,660 ) — 848 ( 169,297 )

Net loss attributable to Pyxus International, Inc.

Net income (loss) attributable to Pyxus International, Inc.

— 111,198 — — — ( 314 ) 110,884

Restricted stock surrender ( 12 ) — — — — — ( 12 )

Stock-based compensation 8 — — — — — 8

Dividends paid — — — — — ( 180 ) ( 180 )

Change in investment in subsidiaries ( 1,655 ) — — — — ( 461 ) ( 2,116 )

Other comprehensive income, net of tax — — 4,509 240 — 8 4,757

Cancellation of Predecessor equity ( 468,147 ) 469,508 18,064 36,420 — 99 55,944

Balance, August 31, 2020 (Predecessor) $ — $ — $ — $ — $ — $ — $ —

Balance, September 1, 2020 (Successor) $ — $ — $ — $ — $ — $ — $ —

Issuance of Successor common stock 391,402 — — — — — 391,402

Fresh start adjustment to noncontrolling interests — — — — — 4,359 4,359

Net loss attributable to Pyxus International, Inc.

— ( 5,313 ) — — — ( 485 ) ( 5,798 )

Dividends paid — — — — — ( 123 ) ( 123 )

Other comprehensive (loss) income, net of tax — — ( 828 ) — — 21 ( 807 )

Balance, September 30, 2019 (Predecessor) 469,736 ( 302,199 ) ( 24,334 ) ( 38,139 ) ( 817 ) 7,388 111,635

Balance, September 30, 2020 (Successor) 391,402 ( 5,313 ) ( 828 ) — — 3,772 389,033

Net loss attributable to Pyxus International, Inc.

— ( 8,165 ) — — — ( 55 ) ( 8,220 )

Stock-based compensation 242 — — — — — 242

Purchase of noncontrolling interests in a subsidiary ( 528 ) — 33 — — ( 426 ) ( 921 )

Other comprehensive income, net of tax — — 1,789 1,111 576 48 3,524

Balance, December 31, 2019 (Predecessor) 469,450 ( 324,192 ) ( 22,512 ) ( 37,028 ) ( 241 ) 6,557 92,034

Fresh start adjustments ( 313 ) — — — — ( 246 ) ( 559 )

Other comprehensive (loss) income, net of tax — — ( 3 ) 47 ( 619 ) ( 142 ) ( 717 )

Balance, December 31, 2020 (Successor) 391,089 ( 13,478 ) ( 831 ) 47 ( 619 ) 3,329 379,537

Net loss attributable to Pyxus International, Inc.

— ( 123,208 ) — — — ( 5,780 ) ( 128,988 )

Stock-based compensation 227 — — — — — 227

Deconsolidation of subsidiaries — — — — — 8,972 8,972

Dividends paid — — — — — ( 17 ) ( 17 )

Other comprehensive (loss) income, net of tax — — ( 3,818 ) 494 ( 2,006 ) ( 234 ) ( 5,564 )

Balance, March 31, 2020 (Predecessor) $ 469,677 $ ( 488,545 ) $ ( 22,509 ) $ ( 37,154 ) $ 531 $ 1,692 $ ( 76,308 )

Balance, March 31, 2021 (Successor) $ 391,089 $ ( 136,686 ) $ ( 4,649 ) $ 541 $ ( 2,625 ) $ 6,270 $ 253,940

Pyxus International, Inc.

15 unchanged sentences

Stock-based compensation 429 — — — — — 429

Purchase of investment in subsidiary — — — — — 5,531 5,531

Other comprehensive (loss) income, net of tax — — ( 430 ) 311 369 30 280

4 unchanged sentences

Stock-based compensation 383 — — — — — 383

Dividends paid — — — — — ( 480 ) ( 480 )

Other comprehensive (loss) income, net of tax — — ( 1,925 ) ( 1,701 ) 1,428 ( 19 ) ( 2,217 )

Balance, September 30, 2019 (Predecessor) 469,736 ( 302,199 ) ( 24,334 ) ( 38,139 ) ( 817 ) 7,388 111,635

Net (loss) income attributable to Pyxus International, Inc.

Net loss attributable to Pyxus International, Inc.

— ( 21,993 ) — — — ( 453 ) ( 22,446 )

Restricted stock surrender ( 20 ) — — — — — ( 20 )

Stock-based compensation 242 — — — — — 242

Dividends paid — — — — — ( 390 ) ( 390 )

Impact of adoption of ASU 2018-02 — 2,931 — ( 2,931 ) — — —

Other comprehensive loss, net of tax — — ( 1,787 ) ( 877 ) ( 1,591 ) ( 523 ) ( 4,778 )

Purchase of noncontrolling interests in a subsidiary ( 528 ) — 33 — — ( 426 ) ( 921 )

Other comprehensive income, net of tax — — 1,789 1,111 576 48 3,524

Balance, December 31, 2019 (Predecessor) 469,450 ( 324,192 ) ( 22,512 ) ( 37,028 ) ( 241 ) 6,557 92,034

Net (loss) income attributable to Pyxus International, Inc.

Net loss attributable to Pyxus International, Inc.

— ( 164,353 ) — — — ( 4,753 ) ( 169,106 )

Stock-based compensation 227 — — — — — 227

Dividends paid — — — — — ( 330 ) ( 330 )

Purchase of noncontrolling interests in a subsidiary ( 6,056 ) — ( 461 ) — — ( 7,012 ) ( 13,529 )

Other comprehensive (loss) income, net of tax — — 3 ( 126 ) 772 ( 112 ) 537

5 unchanged sentences

Successor Predecessor

(in thousands) Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended March 31, 2020 Year ended March 31, 2019

(in thousands) Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020 Year Ended March 31, 2020

Operating activities:

2 unchanged sentences

Depreciation and amortization 16,676 11,839 16,580 35,828

Loss on deconsolidation of subsidiaries 70,242 — — —

Loss on deconsolidation/disposition of subsidiaries 10,701 70,242 — —

Debt amortization/interest 22,639 11,272 4,862 12,875

(Gain) loss on foreign currency transactions ( 4,512 ) ( 11,077 ) 14,105 ( 2,383 )

Loss (gain) on foreign currency transactions 2,885 ( 4,512 ) ( 11,077 ) 14,105

Asset impairment charges 37,925 4,001 213 34,813

Bad debt expenses (recovery) 4,404 5,700 ( 1,037 ) 8,644

(Income) loss from unconsolidated affiliates, net of dividends ( 11,735 ) 2,915 820 ( 3,936 )

Reorganization items — ( 130,215 ) — —

Income from unconsolidated affiliates, net of dividends 4 ( 11,735 ) 2,915 820

Reorganization items, net — — ( 130,215 ) —

Changes in operating assets and liabilities, net:

5 unchanged sentences

Advances from customers 41,168 ( 4,801 ) 562 3,354

Current derivative asset ( 917 ) — — ( 3,495 )

Prepaid expenses 4,710 6,941 ( 2,812 ) ( 16,945 )

9 unchanged sentences

DIP loan to deconsolidated subsidiary ( 5,229 ) ( 5,790 ) — —

Collection of DIP loan from deconsolidated subsidiary 10,996 — — —

Payments to acquire businesses, net of cash acquired — — ( 4,805 ) —

Payments to acquire additional interests, net of cash acquired — — — ( 8,692 )

Other, net ( 3,223 ) ( 767 ) ( 420 ) ( 3,005 )

4 unchanged sentences

Repayment of DIP facility — — ( 213,418 ) —

Proceeds from DDTL facility 117,600 — — —

Repayment of DDTL facility ( 15,375 ) — — —

Proceeds from term loan facility — — 213,418 —

4 unchanged sentences

Proceeds from revolving loan facilities 115,394 37,500 27,438 44,900

Proceeds from long-term borrowings 670 2,568 500 —

Repayment of long-term borrowings ( 119 ) ( 93 ) ( 335 ) ( 25,132 )

Repayment of revolving loan facilities ( 93,500 ) — ( 44,900 ) —

Repayment of second lien notes — ( 1,199 ) — —

Share repurchases — ( 1,000 ) — —

Debt issuance costs ( 8,097 ) ( 3,291 ) ( 8,486 ) ( 6,313 )

3 unchanged sentences

Other, net ( 1,970 ) 368 ( 196 ) ( 315 )

Net cash (used) provided by financing activities ( 49,318 ) 63,669 159,875 ( 21,632 )

Net cash provided (used) by financing activities 123,260 ( 49,318 ) 63,669 159,875

Effect of exchange rate changes on cash ( 2,135 ) 1,706 1,628 ( 7,333 )

Decrease in cash, cash equivalents, and restricted cash ( 20,263 ) ( 55,107 ) ( 24,727 ) ( 70,223 )

Increase (decrease) in cash, cash equivalents, and restricted cash 103,601 ( 20,263 ) ( 55,107 ) ( 24,727 )

Cash and cash equivalents at beginning of period 92,705 93,138 170,208 192,043

3 unchanged sentences

Cash paid for income taxes, net $ 24,576 $ 11,724 $ 5,560 $ 20,549

Cash paid for interest 44,314 54,233 121,179 125,055

Cash received from interest ( 1,444 ) ( 1,356 ) ( 4,066 ) ( 3,845 )

Cash paid for interest, net 86,852 42,870 52,877 117,113

Cash paid for reorganization items — — 7,314 —

1 unchanged sentence

Purchases of property, plant, and equipment included in accounts payable 1,213 1,060 1,759 2,087

Sales of property, plant, and equipment included in notes receivable 81 304 334 1,957

Noncash amounts obtained as a beneficial interest in exchange for transferring trade receivables in a securitization transaction 205,515 105,118 66,821 229,751

5 unchanged sentences

(in thousands, except per share data)

Basis of Presentation and Significant Accounting Policies

Basis of Presentation and Summary of Significant Accounting Policies

New Accounting Standards

3 unchanged sentences

Revenue Recognition

Other Income, Net

Other (Expense) Income , Net

Restructuring and Asset Impairment Charges

(Loss) Earnings Per Share

Cash, Cash Equivalents, and Restricted Cash

Inventories, Net

Advances to Tobacco Suppliers, Net

Acquisitions and Dispositions

Equity Method Investments

8 unchanged sentences

Contingencies and Other Information

Other Comprehensive Loss

Other Comprehensive (Loss) Income

Stock-Based Compensation

Related Party Transactions

Segment Information

Subsequent Event s

Subsequent Events

Basis of Presentation and Summary of Significant Accounting Policies

Pyxus International, Inc.

(the “Company” or “Pyxus”) is a global agricultural company with more than 145 years of experience delivering value-added products and services to businesses and customers.

(the "Company" or "Pyxus") is a global agricultural company with nearly 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.

3 unchanged sentences

The Company applied Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 852, Reorganizations ("ASC 852") in preparing the consolidated financial statements.

For periods subsequent to the Chapter 11 filing, ASC 852 requires distinguishing transactions associated with the reorganization separate from activities related to the ongoing operations of the business.

Upon the effectiveness of the Plan and the emergence of the Debtors from the Chapter 11 Cases, the Company determined it qualified for fresh start reporting under ASC 852, which resulted in the Company becoming a new entity for financial reporting purposes on the Effective Date (as defined below).

For periods subsequent to the filing of a bankruptcy petition under Chapter 11 of the U.S.

Bankruptcy Code, ASC 852 requires distinguishing transactions associated with the reorganization separate from activities related to the ongoing operations of the business.

The Company elected to apply fresh start reporting using a convenience date of August 31, 2020 (the "Fresh Start Reporting Date").

The Company evaluated and concluded that the events between August 24, 2020 and August 31, 2020 were not material to the Company's financial reporting on both a quantitative or qualitative basis.

Refer to “ Note 4.

See " Note 4.

Fresh Start Reporting " for additional information.

10 unchanged sentences

Pursuant to the Confirmation Order and the Plan, at the effectiveness of the plan all outstanding shares of common stock, and rights to acquire the common stock, of Old Pyxus were cancelled and the shares of common stock of the Company were delivered to certain creditors of Old Pyxus.

Refer to “ Note 3.

See " Note 3.

Emergence from Voluntary Reorganization under Chapter 11 " for additional information.

Reorganization Items

Expenditures, gains, and losses that were realized or incurred by the Debtors subsequent to the Petition Date and as a direct result of the Chapter 11 Cases are reported as reorganization items in the consolidated statements of operations.

Reorganization items are primarily composed of write-off of unamortized debt issuance costs and discount, fresh start reporting adjustments, legal, valuation, and consulting professional fees pertaining to the Chapter 11 Cases, United States trustee fees, DIP financing fees, other debt restructuring costs, gain on settlement of liabilities subject to compromise, and the issuance of exit facility shares.

We continue to monitor the impact of the COVID-19 outbreak on our Company and our workforce.

In March 2020, the World Health Organization recognized the COVID-19 outbreak as a global pandemic.

The COVID-19 pandemic and government actions implemented to contain further spread of COVID-19 have severely restricted economic activity around the world.

Our production facilities are still operating but, in some instances, at lower production levels than planned due to social distancing requirements and safety practices implemented in accordance with Company policy.

We continue to monitor the measures we implemented to reduce the spread of COVID-19 and make updates and improvements, as necessary.

While our supply chains and distribution channels continue to experience delays due to COVID-19, we currently have adequate supply of products to meet the near-term forecasted demand.

In addition, we have experienced procedural delays during fulfillment of customer orders for leaf tobacco due to COVID-19.

Broad economic factors from the COVID-19 pandemic, including increasing unemployment rates and reduced consumer spending, may extend billing and collection cycles.

Deterioration in the collectability of accounts receivable from extended billing and collection cycles would adversely affect our results of operations, financial condition, and cash flows, leading to working capital constraints.

If general economic conditions in the markets in which we operate continue to deteriorate or remain uncertain for an extended period of time, our business, results of operations, financial condition, and cash flows will be adversely affected.

Due to the scope of our operations, including emerging markets, and our sale to customers around the world, the impact of the COVID-19 pandemic on our operations and the demand for our products may not coincide with impacts experienced in the United States in the event that the impacts in the United States improve over time due to increased vaccinations or improved medical treatments.

Accordingly, to the extent that the impact of the COVID-19 pandemic in the United States may improve over time, results of operations may continue to be adversely affected by COVID-19 impacts in other areas of the world.

We cannot predict the extent or duration of the COVID pandemic, the effects of the COVID pandemic on the global, national or local economy, or the effect of the COVID pandemic on our business, financial position, results of operations, and cash flows.

CCAA Proceeding

6 unchanged sentences

to serve as the Canadian Court-appointed monitor of the Canadian Cannabis Subsidiaries during the pendency of the CCAA Proceeding (the "Monitor").

The Canadian Cannabis Subsidiaries collectively operate businesses, under licenses issued by Health Canada, for the production and sale of cannabis products to retailers in Canada.

The Canadian Cannabis Subsidiaries are the only subsidiaries of the Company engaged in such business.

Refer to “ Note 5.

As a result of the commencement of the CCAA Proceeding and the appointment of the Monitor, and in accordance with U.S.

generally accepted accounting principles, the Canadian Cannabis Subsidiaries were deconsolidated from the Company's financial statements as of the Order Date.

See " Note 5.

CCAA Proceeding and Deconsolidation of Subsidiaries " for additional information.

As a result of a sale process under an order issued by the Canadian Court in the CCAA Proceeding, the sale of Figr East and certain intangible assets of Figr Brands was completed on June 28, 2021 and the sale of assets of Figr Norfolk was completed

on January 28, 2022.

Pursuant to the CCAA Proceeding, the Company received funds in settlement of its debt claims with respect to the Canadian Cannabis Subsidiaries and did not receive any recovery with respect to its equity interest in the Canadian Cannabis Subsidiaries.

See " Note 30.

Subsequent Events " for additional information.

Deconsolidation

In accordance with ASC 810, Consolidation ("ASC 810"), a parent company must deconsolidate a subsidiary as of the date the parent ceases to have a controlling financial interest in that subsidiary, or if the parent no longer has the power to direct the activities that most significantly affect the subsidiary’s economic performance.

Due to the CCAA Proceeding, the Company lost control of the Canadian Cannabis Subsidiaries and they were deconsolidated from the Company's financial statements as of the Order Date due to the CCAA Proceeding and the appointment of the Monitor.

Prior to the deconsolidation of the Canadian Cannabis Subsidiaries, they comprised an operating segment within the Other Products and Services reportable segment.

Refer to "Note 5.

As a result of the CCAA Proceeding and the appointment of the Monitor, the Company lost control of the Canadian Cannabis Subsidiaries and they were deconsolidated from the Company's financial statements as of the Order Date.

See " Note 5.

CCAA Proceeding and Deconsolidation of Subsidiaries " for additional information.

2 unchanged sentences

As such, transactions between the Company and the Canadian Cannabis Subsidiaries are treated as related party transactions.

Refer to "Note 28.

See " Note 2 8 .

Related Party Transactions " for transactions between the Company and the Canadian Cannabis Subsidiaries from January 21, 2021 to March 31, 2022.

9 unchanged sentences

Under the equity method, investments are carried at cost, plus or minus the Company’s equity in the increases or decreases of the investee’s net assets after the date of acquisition.

The Company continually monitors its equity method investments for factors indicating

other-than-temporary impairment.

The Company continually monitors its equity method investments for factors indicating other-than-temporary impairment.

The Company's proportionate share of the net income or loss of these entities is included in income from unconsolidated affiliates, net within the consolidated statements of operations.

6 unchanged sentences

As a result, the majority of these variable interest entities are not consolidated.

The Company holds a majority voting interest and is the primary beneficiary of its variable interest in Criticality and Humble Juice, consolidated entities for which the related intercompany accounts and transactions have been eliminated.

The Company holds a majority voting interest and is the primary beneficiary of its variable interest in Criticality, a consolidated entity for which the related intercompany accounts and transactions have been eliminated.

Creditors of the Company’s variable interest entities do not have recourse against the general credit of the Company.

The Company's investments in unconsolidated variable interest entities are classified as investments in unconsolidated affiliates in the consolidated balance sheets.

The Company's receivables with variable interest entities are classified as long-term notes receivable, related parties and accounts receivable, related parties in the consolidated balance sheets.

The Company's receivables with variable interest entities are classified as long-term notes receivable, related parties and accounts receivable, related parties.

See " Note 28.

Related Party Transactions " for additional information.

The Company's maximum exposure to loss in these variable interest entities is represented by the investments, receivables, guarantees, and the deferred purchase price on the sale of securitized receivables.

4 unchanged sentences

Actual results may differ from the Company's estimates and assumptions.

Estimates are used in accounting for, among other things, determining the entity's enterprise value upon emergence from the Chapter 11 Cases, revenue recognition, pension and postretirement health care benefits, inventory reserves, accounts receivable reserves, bank loan guarantees to suppliers and unconsolidated subsidiaries, useful lives for depreciation and amortization, future cash flows associated with impairment testing for long-lived assets, deferred tax assets an d uncertain income tax positions, intrastate tax credits in Brazil, fair value determinations of financial assets and liabilities, including derivatives, securitized beneficial interests, and counterparty risk.

Estimates are used in accounting for, among other things, determining the entity's enterprise value upon emergence from the

Chapter 11 Cases, revenue recognition, pension and postretirement health care benefits, inventory reserves, accounts receivable reserves, bank loan guarantees to suppliers and unconsolidated subsidiaries, useful lives for depreciation and amortization, future cash flows associated with impairment testing for long-lived assets, deferred tax assets an d uncertain income tax positions, intrastate tax credits in Brazil, fair value determinations of financial assets and liabilities, including derivatives, securitized beneficial interests, and counterparty risk.

Reclassifications

Certain prior period amounts have been reclassified to conform to the current year presentation in the consolidated statements of cash flows.

Interest expense and interest income amounts reported in prior periods were reclassified to conform to the current year's net presentation of interest expense in the consolidated statements of operations.

Cash paid for interest and cash received from interest as reported under other information in the consolidated statements of cash flows were reclassified to conform to the current year's net presentation of cash paid for interest.

Certain prior period amounts were reclassified to conform to the current year presentation in the consolidated statements of cash flows.

Certain prior period amounts were reclassified to conform to the current year presentation in other (expense) income, net summary.

See " Note 7.

Other (Expense) Income, N et " for additional information.

Certain prior period amounts were reclassified to conform to the current year presentation in the reconciliation between income tax expense based on income before income taxes, equity in net income of investee companies, and minority interests and the amount computed by applying the U.S.

statutory federal income tax rate to income.

See " Note 9.

Income Taxes " for additional information.

Certain prior period amounts relating to balances with related parties were reclassified to conform to the current year presentation in the consolidated balance sheets.

See " Note 28.

Related Party Transactions " for additional information.

Segment Information

As a result of the deconsolidation of the Canadian Cannabis Subsidiaries, as of March 31, 2021, t he Company's operations are managed and reported in nine operating segments that are organized by product category and geographic area and aggregated into three reportable segments for financial reporting purposes:

As of March 31, 2021, the Company had nine operating segments that were organized by product category and geographic area and were aggregated into three reportable segments for financial reporting purposes:

Leaf - North America, Leaf - Other Regions, and Other Products and Services.

In reviewing operations, the Company concluded that the economic characteristics of Leaf - North America operations were dissimilar from the other Leaf geographic operating segments in Africa, Asia, Europe, and South America, which have been consolidated into one reportable segment, "Leaf - Other Regions".

The four other operating segments are aggregated into the "Other Products and Services" reportable segment as they do not meet the quantitative thresholds to be individually reportable.

The Other Products and Services segment included, for periods prior to the Order Date, the Canadian Cannabis Subsidiaries.

These segment groupings are consistent with information used by the chief operating decision maker to assess performance and allocate resources.

The types of products and services from which each reportable segment derived its revenues during the reported periods are as follows:

• Leaf - North America ships tobacco to manufacturers of cigarettes and other consumer tobacco products around the world.

Leaf - North America is more concentrated on processing and other activities compared to the rest of the world.

• Leaf - Other Regions ships tobacco to manufacturers of cigarettes and other consumer tobacco products around the world.

Leaf - Other Regions sells a small amount of processed but un-threshed flue-cured and burley tobacco in loose-leaf and bundle form to certain customers.

• Other Products and Services primarily consists of e-liquid products and industrial hemp and included, for periods prior to the Order Date, the Canadian Cannabis Subsidiaries.

E-liquids and industrial hemp products are sold through retailers and directly to consumers via e-commerce platforms and other distribution channels.

The Canadian Cannabis

Subsidiaries collectively operate businesses, under licenses issued by Health Canada, for the production and sale of cannabis products to retailers in Canada.

The Company evaluates the operating performance of its segments based upon information included in management reports.

During the year ended March 31,2022, the Company reevaluated its operating and reportable segments under ASC Topic 280 - Segment Reporting in response to the effectiveness of the Plan in August 2020, the appointment of a new Board of Directors during the seven months ended March 31, 2021, the outcomes achieved from cost savings and restructuring initiatives implemented during the five months ended August 31, 2020 and the seven months ended March 31, 2021, the Company's exit from its industrial hemp, CBD, and Canadian cannabis businesses during the seven months ended March 31, 2021, and changes to business operations as a result of the COVID-19 pandemic.

As a result of this reevaluation, effective during the fourth quarter of the year ended March 31, 2022, the Company has eight operating segments organized by geographic area and product category and are aggregated into one reportable segment for financial reporting purposes:

Based on our reevaluation, the Company concluded that the economic characteristics of our five Leaf region operations in North America, South America, Europe, Asia, and Africa were similar.

Each geographic region derives its revenues mainly from shipping processed tobacco to manufacturers of cigarettes and other consumer tobacco products around the world, with a smaller percentage of revenue in each region being derived from performing third party tobacco processing services.

The three product category operating segments other than Leaf do not individually or in the aggregate meet the quantitative and qualitative thresholds to be individually reportable and have been combined and reported in the "All Other" category for purposes of reconciliation of respective balances for the Leaf segment to the consolidated financial statements.

Prior period amounts included in " Note 2 9 .

Segment Information " have been recast retrospectively to reflect the changes in reportable segments.

The one Leaf reportable segment is consistent with information used by the chief operating decision maker to assess performance, make operating decisions, and allocate resources.

The Company evaluates the operating performance of its one segment based upon information included in management reports.

Corporate general expenses are allocated to the segments based upon segment selling, general, and administrative expenses.

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Significant Judgments

The Company has identified two main forms of variable consideration in its contracts with customers:

The Company identified two main forms of variable consideration in its contracts with customers:

warehousing fees for storing customer-controlled tobacco until the customer requests shipment and claims resulting from tobacco that does not meet customer specifications.

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The Company elected to account for shipping and handling as activities to fulfill its performance obligations, regardless of when control transfers.

Shipping and handling fees that are billed to customers are recognized in sales and other operating revenues and the associated shipping and handling costs are recognized in cost of goods and services sold in the statements of consolidated operations.

The Company uses the asset and liability method to account for income taxes.

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Deferred income tax assets represent amounts available to reduce income taxes payable on taxable income in future years.

Such assets arise because of temporary differences between the financial reporting and tax bases of assets and liabilities, as well as from net operating loss and tax credit carryforwards.

Such assets arise from temporary differences between the financial reporting and tax bases of assets and liabilities and from net operating loss and tax credit carryforwards.

The Company evaluates the recoverability of these future tax deductions by assessing the adequacy of future expected taxable income from all sources, including reversal of taxable temporary differences, forecasted operating earnings, and available tax planning strategies.

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Inventories, Net

Costs in inventory include processed tobacco inventory, unprocessed tobacco inventory, other tobacco related, and other inventory.

Costs in inventory include processed tobacco inventory, unprocessed tobacco inventory, and other inventory.

Costs of unprocessed tobacco inventories are determined by the average cost method, which include the cost of green tobacco.

Costs of processed tobacco inventories are determined by the average cost method, which include both the cost of unprocessed tobacco, as well as direct and indirect costs related to processing the product.

Costs of other non-tobacco inventory are determined by the first-in, first-out method, which include costs of packing materials, non-tobacco agricultural products, and agricultural supplies including seed, fertilizer, herbicides, and pesticides.

Costs of other inventory are determined by the first-in, first-out method, which include costs of packing materials, non-tobacco agricultural products, and agricultural supplies including seed, fertilizer, herbicides, and pesticides.

Inventories are carried at the lower of cost or net realizable value ("LCM").

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Goodwill and Other Intangible Assets

The Company's goodwill was primarily recorded upon emergence from the Chapter 11 Cases in accordance with ASC 852.

Goodwill represents the excess of reorganization value over fair value of identified assets and liabilities allocated to the appropriate each reporting unit.

The Company recorded goodwill upon emergence from the Chapter 11 Cases in accordance with ASC 852.

Goodwill represents the excess of reorganization value over fair value of identified assets and liabilities allocated to each reporting unit.

A reporting unit is an operating segment, or one level below an operating segment, referred to as a component.

The components within the Company’s operating segments are aggregated into nine reporting units due to their similar economic characteristics.

The components within the Company’s operating segments are aggregated into eight reporting units due to their similar economic characteristics.

Goodwill is not subject to amortization and is tested for impairment annually, on the first day of the fourth quarter of the fiscal year, or whenever events and circumstances indicate that impairment may have occurred.

The Company's annual goodwill impairment test performed for the year ended March 31, 2022 resulted in goodwill being fully impaired.

See " Note 16.

Goodwill and Other Intangibles, Net " for additional information.

The Company utilizes a qualitative assessment to evaluate whether it is more likely than not that the estimated fair value of a reporting unit is less than its carrying value.

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The discount rates utilized in the DCF method are based on a weighted-average cost of capital determined from relevant market comparisons and adjusted for specific reporting unit risks, country risk premiums, and capital structure.

A terminal value estimated growth rate is applied to the final year of the projected period and reflects the Company’s estimate of perpetual growth.

A terminal value estimated growth rate is applied to the final year of the projected period and reflects the Company’s

estimate of perpetual growth.

The Company then calculates a present value of the respective cash flows for each reporting unit to arrive at an estimate of fair value under the income approach.

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These intangible assets are assessed annually and tested for impairment whenever factors indicate that the carrying amount may not be recoverable.

The trade name, customer relationship, technology, and license intangibles are amortized on a straight-line basis over twenty , eight to twenty years , fifteen , and five to twenty years , respectively.

The trade name, customer relationship, and technology intangibles are amortized on a straight-line basis over fourteen , nine to twelve years , and eight years , respectively.

The amortization period is the term of the contract or, if no term is specified in the contract, management’s best estimate of the useful life based on past experience.

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Lease contracts may include fixed payments for non-lease components, such as maintenance, which are included in the measurement of lease liabilities for certain asset classes based on the Company’s election to combine lease and non-lease components.

The Company does not recognize short-term leases, those lease contracts with durations of twelve months or lease, in the consolidated balance sheets.

The Company does not recognize short-term leases, those lease contracts with durations of twelve months or less, in the consolidated balance sheets.

As applicable borrowing rates are not typically implied within the lease arrangements, the Company discounts lease payments based on its estimated incremental borrowing rate at lease commencement, or modification, which is based on the Company’s estimated credit rating, the lease term at commencement, and the contract currency of the lease arrangement.

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The cost of major improvements are capitalized.

Upon sale or disposition of an asset, the cost and related accumulated depreciation are removed from the balance sheet accounts and the resulting gain or loss is included in other income (expense), net in the consolidated statements of operations.

Upon sale or disposition of an asset, the cost and related accumulated depreciation are removed from the balance sheet accounts and the resulting gain or loss is included in o ther (expense) income, net in the consolidated statements of operations.

Long-lived assets are tested for recoverability whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

The evaluation is performed at the lowest level of identifiable cash flows at which the asset could be

bought or sold in a current transaction between willing parties and may be estimated using a number of techniques, including quoted market prices or valuations, present value techniques based on estimates of cash flows, or multiples of earnings or revenue performance measures.

The evaluation is performed at the lowest level of identifiable cash flows at which the asset could be bought or sold in a current transaction between willing parties and may be estimated using a number of techniques, including quoted market prices or valuations, present value techniques based on estimates of cash flows, or multiples of earnings or revenue performance measures.

The Company's guarantees are primarily related to bank loans to suppliers for crop production financing.

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If default occurs, the Company has recourse against its various suppliers and their production assets.

The fair value of the Company's guarantees are recorded in accrued expenses and other current liabilities in the consolidated balance sheets and included in crop costs, except for the joint venture in Brazil, which are included in accounts receivable, related parties.

In Brazil, certain suppliers obtain government subsidized rural credit financing from local banks that is guaranteed by the Company.

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Portfolio performance is measured against investment objectives and objective benchmarks, including but not limited to:

Citibank 90 Day Treasury Bill, Bloomberg Barclays Intermediate Govt/Credit, Bloomberg Barclays Aggregate, Russell 1000 Value, Russell 1000 Growth, Russell 2500 Value, Russell 2500 Growth, MSCI EAFE, HFR Absolute Return, and HFR Equity Hedge.

FTSE 90 Day Treasury Bill, Bloomberg Intermediate Govt/Credit, Bloomberg Aggregate, Russell 1000 Value, Russell 1000 Growth, Russell 2500 Value, Russell 2500 Growth, MSCI EAFE, HFR Absolute Return, and HFR Equity Hedge.

The portfolio objective is to exceed the actuarial return on assets assumption.

The Company is exploring partial risk transfer and or full plan terminations.

As a result, investment strategies across the plans have been modified to reflect a shorter plan horizon and a secondary objective to minimize plan funding level volatility through partial or full liability driven investment strategies.

Management and the plan's consultant regularly review portfolio allocations and periodically rebalance the portfolio to the targeted allocations according to the guidelines set forth in the Company's investment policy.

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There are no significant concentrations of risk, in terms of sector, industry, geography, or individual company or companies.

In order to project the long-term investment return for the total portfolio, estimates are prepared for the total return of each major asset class over the subsequent 10-year period, or longer.

Those estimates are based on a combination of factors including the current market interest rates and valuation levels, consensus earnings expectations and historical long-term risk premiums.

To determine the aggregate return for the pension trust, the projected return of each individual asset class is then weighted according to the allocation to that investment area in the trust’s long-term asset allocation policy.

The Company’s plan assets primarily consist of cash and cash equivalents, equity securities, fixed income securities, equity and fixed income funds, real estate investments, and diversified investments.

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The Company translates assets and liabilities of its foreign subsidiaries from their respective functional currencies to USD using exchange rates in effect at period end, except for non-monetary balance sheet accounts, which are translated at historical exchange rates.

The Company's results of operations and its cash flows are translated using average exchange rates for each

reporting period.

The Company's results of operations and its cash flows are translated using average exchange rates for each reporting period.

Resulting currency translation adjustments are reflected as a separate component of accumulated other comprehensive loss in the consolidated balance sheets.

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The remeasurement of local currencies into USD results in remeasurement adjustments that are included in net income.

Exchange gains (losses) from remeasurement are recorded in cost of goods and services sold and other income (expense), net within the consolidated statements of operations.

Exchange gains (losses) from remeasurement are recorded in cost of goods and services sold and o ther (expense) income, net within the consolidated statements of operations.

Securitized Receivables

The Company sold trade receivables to unaffiliated financial institutions under two accounts receivable securitization facilities.

The Company sold trade receivables to unaffiliated financial institutions under multiple accounts receivable securitization facilities.

Under the facilities, the receivables sold for cash are removed from the consolidated balance sheets.

Under the first and second facilities, a portion of the purchase price for the receivables is paid by the unaffiliated financial institutions in cash and the balance is a deferred purchase price receivable, which is paid as payments on the receivables are collected from account debtors.

Under some of the facilities, a portion of the purchase price for the receivables is paid by the unaffiliated financial institutions in cash and the balance is a deferred purchase price receivable, which is paid as payments on the receivables are collected from account debtors.

The net cash proceeds received by the Company in cash at the time of sale (cash purchase price) are included as cash used by operating activities in the statements of consolidated cash flows.

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The deferred purchase price receivables are included in trade and other receivables, net in the consolidated balance sheets and are valued using unobservable inputs (i.e., Level three inputs), primarily discounted cash flow.

The net cash proceeds received by the Company as deferred purchase price are included in net cash provided by investing activities in the statements of consolidated cash flows.

Additionally, cash obtained as a beneficial interest for transferring trade receivables in a securitization transaction has been added as a noncash disclosure to the statements of consolidated cash flows.

The difference between the carrying amount of the receivables sold under these facilities and the sum of the cash and fair value of the other assets received at the time of transfer is recognized as a loss on sale of the related receivables and recorded in other income (expense), net in the statements of consolidated operations.

Program costs are recorded in other income (expense), net in the statements of consolidated operations.

The net cash proceeds received by the Company as deferred purchase price are included in net cash provided by investing activities in the consolidated statements of cash flows.

Additionally, cash obtained as a beneficial interest for transferring trade receivables in a securitization transaction has been added as a noncash disclosure to the consolidated statements of cash flows.

(expense) income, net in the statements of consolidated operations.

Program costs are recorded in o ther (expense) income, net in the consolidated statements of operations.

Stock-Based Compensation

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The Company estimated forfeitures of stock-based awards using historical experience.

Stock-based compensation expense was included in selling, general, and administrative expenses in the statements of consolidated operations.

Stock-based compensation expense was included in selling, general, and administrative expenses in the consolidated statements of operations.

Subsequent to the Company’s emergence from the Chapter 11 Cases, the Company’s Board of Directors adopted the 2020 Incentive Plan (the "2020 Plan") on November 18, 2020.

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The Company estimates forfeitures of stock-based awards using historical experience.

Stock-based compensation expense is included in selling, general, and administrative expenses in the statements of consolidated operations.

Stock-based compensation expense, if any, is included in selling, general, and administrative expenses in the consolidated statements of operations.

New Accounting Standards

Recently Adopted Accounting Pronouncements

In June 2016, the FASB issued Accounting Standards Update ("ASU") No.

2016-13, Financial Instruments-Credit Losses (Topic 326):

Measurement of Credit Losses on Financial Instruments .

ASU 2016-13 and its related amendments are intended to provide financial statement users with more decision-useful information about the expected credit losses on financial assets held at amortized cost and other commitments to extend credit held by a reporting entity at each reporting date.

Based on the Company's scoping assessment, ASU 2016-13 primarily impacts trade receivables.

This guidance was early adopted by the Company as of April 1, 2020 using the modified retrospective approach.

The adoption of this new accounting standard did not have a material impact on the Company's financial condition, results of operations, or cash flows.

In August 2018, the FASB issued ASU No.

2018-14, Compensation - Retirement Benefits - Defined Benefit Plans - General (Subtopic 715-20):

Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plans .

ASU 2018-14 updates disclosure requirements for defined benefit plans.

This guidance was adopted using a retrospective approach and was effective beginning in the first quarter of fiscal year 2021.

This new accounting standard did not have a material impact on the Company's financial condition, results of operations, or cash flows.

Recent Accounting Pronouncements Not Yet Adopted

In December 2019, the FASB issued ASU No.

In December 2019, the FASB issued Accounting Standards Update ("ASU") No.

2019-12, Simplifying the Accounting for Income Taxes .

ASU 2019-12 eliminates certain exceptions related to the approach for intra-period tax allocations, the methodology for calculating income taxes during interim periods when there are changes in tax laws or when year-to-date losses exceed anticipated losses, and the recognition of deferred tax liabilities for outside basis differences in foreign investments.

This guidance also simplifies aspects of the accounting for franchise taxes that are partially based on income, separate financial statements of legal entities not subject to tax, and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill.

The guidance is effective for the Company on April 1, 2021, with early adoption permitted.

This new accounting standard will not have a material impact on the Company's consolidated financial statements and related disclosures.

The guidance became effective for the Company on April 1, 2021.

The adoption of this new accounting standard did not have a material impact on the Company's financial condition, results of operations, cash flows, or disclosures.

Recent Accounting Pronouncements Not Yet Adopted

In November 2021, the FASB issued ASU No.

2021-10, Disclosures by Business Entities about Government Assistance .

This ASU created ASC Topic 832, Government Assistance , and requires certain information be disclosed regarding assistance received from a government entity when either a grant or contribution accounting model is applied.

The new disclosures are required for annual periods for transactions with a government entity that are within the scope of the Topic.

The new disclosure guidance will be adopted prospectively and is effective for the Company's fiscal year beginning April 1, 2022.

The Company will adopt this guidance in the first quarter of fiscal 2023 and does not expect the adoption to have a material impact on its disclosures.

Emergence from Voluntary Reorganization under Chapter 11

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and Its Affiliated Debtors.

Reorganization Items

Expenditures, gains, and losses that are realized or incurred by the Debtors subsequent to the Petition Date and as a direct result of the Chapter 11 Cases are reported as reorganization items, net in the consolidated statements of operations, and include the following:

Five months ended August 31, 2020

Reorganization items, net

Gain on settlement of liabilities subject to compromise $ 462,304

Professional fees ( 30,526 )

United States trustee fees ( 970 )

Write-off of unamortized debt issuance costs and discount ( 5,303 )

Issuance of exit facility shares and DIP financing fees ( 208,538 )

Other debt restructuring costs ( 19,442 )

Fresh start reporting adjustments ( 91,541 )

Total $ 105,984

Summary Features of the Plan of Reorganization

On August 24, 2020 (the “Effective Date”), the Plan became effective in accordance with its terms, and the Debtors emerged from the Chapter 11 Cases.

On the Effective Date, the Plan became effective in accordance with its terms, and the Debtors emerged from the Chapter 11 Cases.

In connection with the satisfaction of the conditions to effectiveness as set forth in the Confirmation Order and the Plan, Old Pyxus completed a series of transactions pursuant to which the business assets and operations of Old Pyxus were vested in a new Virginia corporation, Pyxus Holdings, Inc.

("Pyxus Holdings"), which is a subsidiary of the Company.

Under the Plan, all suppliers, vendors, employees, trade partners, foreign lenders, and landlords were unimpaired and were to be satisfied in full in the ordinary course of business, and the existing trade and customer contracts and terms of Old Pyxus were to be maintained by the Company and its subsidiaries.

Under the Plan, all suppliers, vendors, employees, trade partners, foreign lenders, and landlords were unimpaired and were satisfied in full in the ordinary course of business, and the existing trade and customer contracts and terms of Old Pyxus were maintained by the Company and its subsidiaries.

Commencing upon the Effective Date, the Company, through its subsidiaries, continued to operate the Old Pyxus business in the ordinary course.

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in exchange for the Equity Consideration.

• Pyxus Holdings entered into the ABL Credit Agreement (as defined below) to borrow cash under the ABL Credit Facility (as defined below) which together with cash on-hand was sufficient to fund (1) the distributions to holders of Allowed Second Lien Notes Claims (as defined in the Plan) that elected to take the Second Lien Notes Cash Option (as defined in the Plan) and (2) the Existing Equity Cash Pool (as defined in the Plan) (collectively such amount of cash is referred to as the “Cash Con sideration”).

• Pursuant to an Asset Purchase Agreement, Old Pyxus transferred to Pyxus Holdings all of its assets (including by assuming and assigning all of Old Pyxus’ Executory Contracts and Unexpired Leases (as such terms are defined in the Plan) to Pyxus Holdings in accordance with the Plan, other than those Executory Contracts and Unexpired Leases that were rejected) and Pyxus Holdings assumed all of Old Pyxus’ obligations that are not discharged under the Plan (including all of Old Pyxus’ obligations to satisfy Allowed Administrative Claims, Allowed Professional Fee Claims, Allowed Other Secured Claims, Allowed Other Priority Claims, Allowed Foreign Credit Line Claims, Allowed General Unsecured Claims, Allowed Debtor Intercompany Claims, and Allowed Debtor Intercompany Claims as set forth in the Plan (as such terms are defined in the Plan)) in exchange for (i) Pyxus Holdings transferring the Equity Consideration to Old Pyxus, (ii) Pyxus Holdings transferring the Cash Consideration to Old Pyxus, (iii) Pyxus Holdings issuing the Notes (as defined below) under the Indenture (as defined below) which, on behalf of Old Pyxus, was issued to the Holders of Allowed First Lien Notes Claims (as defined in the Plan) as set forth in the Plan, and (iv) Pyxus Holdings issuing the Term Loans (as defined below) under the Term Loan Credit Facility (as defined below) which, on behalf of Old Pyxus, was issued to the holders of the DIP Facility Claims (as defined in the Plan) as set forth in the Plan.

• Pyxus Holdings entered into the Exit ABL Credit Agreement (as defined below) to borrow cash under the Exit ABL Credit Facility (as defined below) which together with cash on-hand was sufficient to fund (1) the distributions to holders of Allowed Second Lien Notes Claims (as defined in the Plan) that elected to take the Second Lien Notes Cash Option (as defined in the Plan) and (2) the Existing Equity Cash Pool (as defined in the Plan) (collectively such amount of cash is referred to as the "Cash Con sideration").

• Pursuant to an Asset Purchase Agreement, Old Pyxus transferred to Pyxus Holdings all of its assets (including by assuming and assigning all of Old Pyxus’ Executory Contracts and Unexpired Leases (as such terms are defined in the Plan) to Pyxus Holdings in accordance with the Plan, other than those Executory Contracts and Unexpired Leases that were rejected) and Pyxus Holdings assumed all of Old Pyxus’ obligations that are not discharged under the Plan (including all of Old Pyxus’ obligations to satisfy Allowed Administrative Claims, Allowed Professional Fee Claims, Allowed Other Secured Claims, Allowed Other Priority Claims, Allowed Foreign Credit Line Claims, Allowed General Unsecured Claims, Allowed Debtor Intercompany Claims, and Allowed Debtor Intercompany Claims as set forth in the Plan (as such terms are defined in the Plan)) in exchange for (i) Pyxus Holdings transferring the Equity Consideration to Old Pyxus, (ii) Pyxus Holdings transferring the Cash Consideration to Old Pyxus, (iii) Pyxus Holdings issuing the Notes (as defined below) under the Indenture (as defined below) which, on behalf of Old Pyxus, was issued to the Holders of Allowed First Lien Notes Claims (as defined in the Plan) as set forth in the Plan, and (iv) Pyxus Holdings issuing the Exit Term Loans (as defined below) under the Exit Term Loan Credit Facility (as defined below) which, on behalf of Old Pyxus, was issued to the holders of the DIP Facility Claims (as defined in the Plan) as set forth in the Plan.

In addition to the transfer of assets to Pyxus Holdings, Pyxus Holdings made an offer of employment to all employees of Old Pyxus and all such employees became employed by Pyxus Holdings, or a designated subsidiary, upon the effectiveness of the Plan on the same terms and conditions existing immediately prior to the effectiveness of the Plan.

• The Company and Pyxus Parent, Inc., along with each applicable subsidiary of the Company, guaranteed the Notes, the Term Loan Credit Facility, and the ABL Credit Facility.

• Old Pyxus provided for the distribution of (i) the Notes to the Holders of Allowed First Lien Notes Claims pursuant to the Plan, (ii) approximately 12,500 shares of New Common Stock to Holders of Allowed Second Lien Notes Claims (as defined in the Plan) that elected to receive New Common Stock under the Second Lien Notes Stock Option (as defined in the Plan) pursuant to the Plan, (iii) cash to the Holders of Allowed Second Lien Notes Claims that elected to take or are deemed to elect to take the Second Lien Notes Cash Option (as defined in the Plan), (iv) cash to the Qualifying Holders (as defined in the Plan) of the common stock of Old Pyxus pursuant to the Plan, (v) the Term Loans under the Term Loan Credit Facility and approximately 11,100 shares of New Common Stock to the Holders of the DIP Facility Claims pursuant to the Plan, and (vi) approximately 1,400 shares of New Common Stock in satisfaction of the Second Lien Notes RSA Fee Shares (as defined in the Plan) and in satisfaction of the Backstop Fee Shares (as defined in the Plan) to the persons entitled thereto pursuant to the terms and conditions of the Restructuring Support Agreement, dated June 14, 2020, by and among Old Pyxus and certain of its creditors party thereto, which was filed as Exhibit 10.1 to the Current Report on Form 8-K of Old Pyxus filed on June 15, 2020.

• The Company and Pyxus Parent, Inc., along with each applicable subsidiary of the Company, guaranteed the Notes, the Exit Term Loan Credit Facility, and the Exit ABL Credit Facility.

• Old Pyxus provided for the distribution of (i) the Notes to the Holders of Allowed First Lien Notes Claims pursuant to the Plan, (ii) approximately 12,500 shares of New Common Stock to Holders of Allowed Second Lien Notes Claims (as defined in the Plan) that elected to receive New Common Stock under the Second Lien Notes Stock Option (as defined in the Plan) pursuant to the Plan, (iii) cash to the Holders of Allowed Second Lien Notes Claims that elected to take or are deemed to elect to take the Second Lien Notes Cash Option (as defined in the Plan), (iv) cash to the Qualifying Holders (as defined in the Plan) of the common stock of Old Pyxus pursuant to the Plan, (v) the Exit Term Loans under the Exit Term Loan Credit Facility and approximately 11,100 shares of New Common Stock to the Holders of the DIP Facility Claims pursuant to the Plan, and (vi) approximately 1,400 shares of New Common Stock in satisfaction of the Second Lien Notes RSA Fee Shares (as defined in the Plan) and in satisfaction of the Backstop Fee Shares (as defined in the Plan) to the persons entitled thereto pursuant to the terms and conditions of the Restructuring Support Agreement, dated June 14, 2020, by and among Old Pyxus and certain of its creditors party thereto, which was filed as Exhibit 10.1 to the Current Report on Form 8-K of Old Pyxus filed on June 15, 2020.

• Old Pyxus changed its name to Old Holdco, Inc., and the Company changed its name to Pyxus International, Inc.

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As a result, the shares of New Common Stock were deemed to be registered under Section 12(g) of the Exchange Act and the Company was thereby deemed to be subject to the informational requirements of the Exchange Act, and the rules and regulations promulgated thereunder and, in accordance therewith, is required to file reports and other information with the Securities and Exchange Commission.

ABL Credit Facility

On the Effective Date, Pyxus Holdings entered into an Exit ABL Credit Agreement (the “ABL Credit Agreement”), dated as of August 24, 2020 by and among, amongst others, Pyxus Holdings, certain lenders party thereto and Wells Fargo 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 an initial maximum principal amount of $ 75,000 , subject to certain limitations.

The ABL Credit Facility matures on February 24, 2023, subject to potential extension on terms and conditions set forth in the ABL Credit Agreement.

Exit ABL Credit Facility

On the Effective Date, Pyxus Holdings entered into an Exit ABL Credit Agreement (the "Exit ABL Credit Agreement"), dated as of August 24, 2020 by and among, amongst others, Pyxus Holdings, certain lenders party thereto and Wells Fargo Bank, National Association, as administrative agent and collateral agent to establish an asset-based revolving credit facility (the "Exit ABL Credit Facility").

The Exit ABL Credit Facility provided for revolving credit loans and letters of credit from time to time up to an initial maximum principal amount of $ 75,000 , subject to certain limitations.

Refer to " Note 19.

Debt Arrangements” for a description of the ABL Credit Agreement and the ABL Credit Facility.

Term Loan Credit Facility

On the Effective Date, Pyxus Holdings entered into an Exit Term Loan Credit Agreement (the “Term Loan Credit Agreement”), dated as of August 24, 2020 by and among, amongst others, Pyxus Holdings, certain lenders party thereto and Alter Domus (US) LLC, as administrative agent and collateral agent to establish a term loan credit facility in an aggregate principal amount of approximately $ 213,418 (the “Term Loan Credit Facility”).

The aggregate principal amount of loans outstanding under Debtors’ debtor-in-possession financing facility (the "DIP Facility”), and related fees, were converted into, or otherwise satisfied with the proceeds of, the Term Loan Credit Facility.

The loans made under the Term Loan Credit Facility (the “Term Loans”) and the Term Loan Credit Facility mature on February 24, 2025.

Debt Arrangements " for a description of the Exit ABL Credit Agreement and the Exit ABL Credit Facility.

Exit Term Loan Credit Facility

On the Effective Date, Pyxus Holdings entered into an Exit Term Loan Credit Agreement (the "Exit Term Loan Credit Agreement"), dated as of August 24, 2020 by and among, amongst others, Pyxus Holdings, certain lenders party thereto and Alter Domus (US) LLC, as administrative agent and collateral agent to establish a term loan credit facility in an aggregate principal amount of approximately $ 213,418 (the "Exit Term Loan Credit Facility").

The aggregate principal amount of loans outstanding under Debtors’ debtor-in-possession financing facility (the "DIP Facility"), and related fees, were converted into, or otherwise satisfied with the proceeds of, the Exit Term Loan Credit Facility.

The loans made under the Exit Term Loan Credit Facility (the "Exit Term Loans") and the Exit Term Loan Credit Facility mature on February 24, 2025.

Re fer to " Note 19.

Debt Arrangements” for a description of the Term Loan Credit Agreement, the Term Loan Credit Facility and the Term Loans.

Debt Arrangements " for a description of the Exit Term Loan Credit Agreement, the Exit Term Loan Credit Facility and the Exit Term Loans.

Senior Secured First Lien Notes

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The Shareholders Agreement also provides for tag-along rights for Investors beneficially owning 1 % or more of the outstanding shares of the Company's common stock (the " 1 % Investors") upon the transfer by an Investor or group of Investors of 20 % or more of the outstanding shares of the Company's common stock, drag-along rights upon the transfer of shares by an Investor or group of Investors of 50 % or more of the outstanding shares of the Company's common stock, rights of first offer with respect to the transfer by an Investor, subject to certain exceptions, of 1 % or more of the outstanding shares of the Company common stock, pre-emptive rights to the 1 % Investors upon issuance of new securities by the Company, and demand and piggyback registration rights.

Company is not subject to the reporting requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, that would cause the number of holders of the Company's common stock to exceed specified thresholds, or (iv) in a transfer that is, to the knowledge of the transferor after reasonable inquiry, (A) to any specified competitor of the Company (B) or to a person that would become either a beneficial owner of 5 % of the outstanding common stock of the Company or a “5-percent shareholder” within the meaning of Section 382 of the Internal Revenue Code and the regulations promulgated thereunder (collectively, a “ 5 % Holder”).

The Shareholders Agreement includes the agreement of the Investors not to transfer shares of common stock of the Company (i) in violation of federal and state securities laws, (ii) in a transfer that would cause the Company to be regarded as an "investment company" under the Investment Company Act of 1940, as amended, (iii) in a transfer, at any time that the Company is not subject to the reporting requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, that would cause the number of holders of the Company's common stock to exceed specified thresholds, or (iv) in a transfer that is, to the knowledge of the transferor after reasonable inquiry, (A) to any specified competitor of the Company (B) or to a person that would become either a beneficial owner of 5 % of the outstanding common stock of the Company or a "5-percent shareholder" within the meaning of Section 382 of the Internal Revenue Code and the regulations promulgated thereunder (collectively, a " 5 % Holder").

The Shareholders Agreement provides that the Board of Directors may waive these restrictions, provided that any waiver of the restriction with respect to a person that would become a 5 % Holder upon such transfer may be waived only if the transferee enters into a joinder agreeing to be bound by the Shareholders Agreement.

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The Company estimated its enterprise value to be $ 1,252,379 , which is near the low point of the range.

The Company believes utilizing an estimated enterprise value near the low point of the range is appropriate due to the identification of Level 1 trading activity that indicated the estimated enterprise value was near the low point of the range, the Company's performance lagging behind plan (due in part to the continued impact of the COVID-19 pandemic), and the utilization of an increased discount rate for the Other Products and Services long-term projections.

The estimated enterprise value is not necessarily indicative of actual value or financial results.

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The adjustments set forth in the following consolidated balance sheet as of August 31, 2020 reflect the effects of the transactions contemplated by the Plan and executed on the Fresh Start Reporting Date (reflected in the column entitled "Reorganization Adjustments") as well as the fair value and other required accounting adjustments resulting from the adoption of fresh start reporting (reflected in the column entitled "Fresh Start Reporting Adjustments").

Pre-petition liabilities that were allowed as claims in the Chapter 11 Cases are classified as liabilities subject to compromise within the consolidated balance sheet.

August 31, 2020

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(1) The following summarizes the change in cash and cash equivalents:

Proceeds from ABL Credit Facility, net of debt issuance costs $ 26,861

Proceeds from Exit ABL Credit Facility, net of debt issuance costs $ 26,861

Repayment of DIP Facility ( 213,418 )

Proceeds from Term Loan Credit Facility 213,418

Proceeds from Exit Term Loan Credit Facility 213,418

Proceeds from 10.0 % first lien notes

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(2) Represents the funding of an escrow account for professional fees associated with the Chapter 11 Cases.

(3) Represents the capitalization of debt issuance costs related to the ABL Credit Facility.

(4) Represents the conversion of the DIP Facility that was exchanged for the Term Loans, and accordingly reclassified to long-term debt.

(3) Represents the capitalization of debt issuance costs related to the Exit ABL Credit Facility.

(4) Represents the conversion of the DIP Facility that was exchanged for the Exit Term Loan, and accordingly reclassified to long-term debt.

(5) Reflects the recognition of payables for professional fees to be paid subsequent to the Company's emergence from Chapter 11 Cases.

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(7) The following summarizes the changes in long-term debt:

Draw on the ABL Credit Facility $ 30,000

Issuance of the Term Loans (1)

Draw on the Exit ABL Credit Facility $ 30,000

Issuance of the Exit Term Loans (1)

Conversion of redemption fee on Predecessor first lien notes to Successor Notes 5,843

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CCAA Proceeding and Deconsolidation of Subsidiaries

CCAA Proceeding

The order issued by the Court in the CCAA Proceeding on the Order Date included the following relief:

• approval for the Canadian Cannabis Subsidiaries to borrow under a debtor-in-possession financing facility (the “Canadian DIP Facility”);

• a stay of proceedings in respect of the Canadian Cannabis Subsidiaries, the directors and officers of the Canadian Cannabis Subsidiaries (the “Canadian Directors and Officers”) and the Monitor;

On January 21, 2021, the Canadian Cannabis Subsidiaries applied for relief from their respective creditors pursuant to the CCAA Proceeding.

On the Order Date, the Canadian Court issued an order for creditor protection of the Canadian Cannabis Subsidiaries pursuant to the provisions of the CCAA and the appointment of FTI Consulting Canada Inc.

to serve as the Monitor.

The order issued by the Canadian Court in the CCAA Proceeding on the Order Date included the following relief:

• approval for the Canadian Cannabis Subsidiaries to borrow under a debtor-in-possession financing facility (the "Canadian DIP Facility") from another non-U.S.

subsidiary of Pyxus (the "DIP Lender") in an initial amount of up to Cdn.$ 8,000 , which following approval by the Canadian Court was increased to Cdn.$ 16,000 ;

• a stay of proceedings in respect of the Canadian Cannabis Subsidiaries and the directors and officers of the Canadian Cannabis Subsidiaries (the "Canadian Directors and Officers") and the Monitor;

• the granting of super priority charges against the property of the Canadian Cannabis Subsidiaries in favor of:

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(b) the Canadian Directors and Officers;

and (c) the lender under the Canadian DIP Facility for amounts borrowed under the Canadian DIP Facility.

and (c) the DIP Lender for amounts borrowed under the Canadian DIP Facility.

On January 29, 2021, the Canadian Court issued an order permitting the Canadian Cannabis Subsidiaries to initiate a sale and investment solicitation process to be conducted by the Monitor and its affiliate to solicit interest in, and opportunities for, a sale of, or investment in, all or substantially all, or one or more components, of the assets and/or the business operations of the Canadian Cannabis Subsidiaries.

On May 10, 2021, a definitive agreement for the sale of the assets of Figr Norfolk was entered into for an estimated purchase price of Cdn.$ 5,000 .

On May 10, 2021, a definitive agreement for the sale of the assets of Figr Norfolk was entered into for a purchase price of Cdn.$ 5,000 .

On June 10, 2021, the Canadian Court approved the sale agreement.

The consummation of the sale under this agreement is subject to approval of the buyers by Health Canada and the satisfaction of certain other conditions.

On May 25, 2021, a definitive agreement was entered into with a separate buyer for the sale of the outstanding equity of Figr East and certain intangible assets of Figr Brands for an estimated aggregate purchase price of Cdn.$ 24,750 .

The consummation of the sale under this agreement occurred on January 28, 2022.

On June 10, 2021, the Canadian Court approved the sale agreement.

On June 25, 2021, Health Canada approved the buyers of Figr East and certain intangible assets of Figr Brands.

The consummation of the sale of Figr East and certain intangible assets of Figr Brands occurred on June 28, 2021.

The amount of recovery that the Company may receive from the sale of the assets of Figr Norfolk, the sale of the outstanding equity of Figr East, and the sale of certain intangible assets of Figr Brands will be impacted by the amount of claims against the Canadian Cannabis Subsidiaries submitted in the CCAA Proceeding, the extent to which such claims are approved by the Canadian Court, and the extent to which the Company's interest in the Canadian Cannabis Subsidiaries are determined by the Canadian Court to be debt claims entitled to recovery on the same basis as other unsecured creditor claims with respect to the Canadian Cannabis Subsidiaries.

Refer to "Note 30.

Subsequent Events" for additional information.

The sale of Figr East and certain intangible assets of Figr Brands was completed on June 28, 2021.

Canadian DIP Financing

Pursuant to the Canadian DIP Facility, another non-U.S.

subsidiary of Pyxus (the "DIP Lender") provides Figr Brands with in an initial amount of up to Cdn.$ 8,000 in secured debtor-in-possession financing to permit Figr Brands, the parent entity of Figr East and Figr Norfolk, to fund the working capital needs of the Canadian Cannabis Subsidiaries in accordance with the cash flow projections approved by the Monitor and the DIP Lender, which following approval by the Canadian Court was increased to Cdn.$ 16,000 .

These payments also fund fees and expenses to be paid to the DIP Lender, professional fees and expenses incurred by the Canadian Cannabis Subsidiaries and the Monitor in respect of the CCAA Proceeding, and such other costs and expenses of the Canadian Cannabis Subsidiaries as may be agreed to by the DIP Lender.

As of March 31, 2021, the terms of the Canadian DIP Facility included the following:

• Loans bear interest at a rate of 8 % per annum;

• Loans under the Canadian DIP Facility are guaranteed by Figr East and Figr Norfolk;

• Loans under the Canadian DIP Facility are secured by all of the properties, assets, and undertakings of the Canadian Cannabis Subsidiaries, as may be reasonably requested by the DIP Lender;

• The Canadian DIP Facility expires on September 3, 2021, and all outstanding loans are due and payable at that time;

• Conditions to borrowing, representations, warranties, covenants, and agreements, as well as events of default and remedies, typical for this type of facility for a company in a proceeding under the CCAA.

Pursuant to the Canadian DIP Facility, the DIP Lender provided Figr Brands with secured debtor-in-possession financing to permit Figr Brands, the parent entity of Figr East and Figr Norfolk, to fund the working capital needs of the Canadian Cannabis Subsidiaries in accordance with the cash flow projections approved by the Monitor and the DIP Lender.

These payments also funded fees and expenses to be paid to the DIP Lender, professional fees and expenses incurred by the Canadian Cannabis Subsidiaries and the Monitor in respect of the CCAA Proceeding, and such other costs and expenses of the Canadian Cannabis Subsidiaries as may be agreed to by the DIP Lender.

On July 8, 2021, the loans under the Canadian DIP Facility were fully repaid to the DIP Lender.

Deconsolidation of Subsidiaries

While the Canadian Cannabis Subsidiaries have been majority owned by the Company, the administration of the CCAA Proceeding, including the Canadian Court’s appointment of the Monitor and the related authority of the Monitor, including approval rights with respect to significant actions of the Canadian Cannabis Subsidiaries during the pendency of the CCAA Proceeding, resulted in the Company losing control (in accordance with U.S.

GAAP) of the Canadian Cannabis Subsidiaries, and the deconsolidation of the Canadian Cannabis Subsidiaries’ assets and liabilities and elimination of their equity components from the Company’s consolidated financial statements as of January 21, 2021.

The Canadian Cannabis Subsidiaries’ financial

results are included in the Company’s consolidated results through January 20, 2021, which is the day prior to the Order Date.

Prior to the deconsolidation of the Canadian Cannabis Subsidiaries, they comprised an operating segment within the Other Products and Services reportable segment.

While the Canadian Cannabis Subsidiaries were at the time of the commencement of the CCAA Proceedings majority owned by the Company, the administration of the CCAA Proceeding, including the Canadian Court’s appointment of the Monitor and the related authority of the Monitor, including approval rights with respect to significant actions of the Canadian Cannabis Subsidiaries during the pendency of the CCAA Proceeding, resulted in the Company losing control (in accordance with U.S.

GAAP) of the Canadian Cannabis Subsidiaries at that time, and the deconsolidation of the Canadian Cannabis Subsidiaries’ assets and liabilities and elimination of their equity components from the Company’s consolidated financial statements as of January 21, 2021.

The Canadian Cannabis Subsidiaries’ financial results are included in the Company’s consolidated results through January 20, 2021, which is the day prior to the Order Date.

Prior to the deconsolidation of the Canadian Cannabis Subsidiaries, they comprised an operating segment within the Other Products and Services reportable segment, which upon the Company's reevaluation of operating and reportable segments effective during the fourth quarter of the year ended March 31, 2022 is presented in the All Other category.

Upon deconsolidation, the Company accounts for its investment in the Canadian Cannabis Subsidiaries using the cost method of accounting.

Prior to the deconsolidation, the carrying value of the Company's related party note receivable from the Canadian Cannabis Subsidiaries was $ 153,860 .

The Company fully impaired its equity investment in the Canadian Cannabis Subsidiaries, effective as of the Order Date, based on the Canadian Cannabis Subsidiaries carrying a retained deficit of $ 77,518 and based on offers the Company received to buy the Canadian Cannabis Subsidiaries or certain assets and the allocation of consideration among the assets to be sold, as reflected in the sales agreements approved by the Canadian Court.

Following consummation of the contemplated sales of the Canadian Cannabis Subsidiaries, and after repayment of the Canadian DIP Facility and satisfaction of administrative expenses from the CCAA Proceeding, the Company estimated recovering aggregate net cash consideration of $ 6,100 , which represents the fair value of the related party note receivable retained by the Company.

As a result, the Company recorded a net loss of $ 70,242 for the year ended March 31, 2021 associated with the deconsolidation of the Canadian Cannabis Subsidiaries, which was calculated as follows:

Carrying value of related party note receivable $ 153,860

Fair value of related party note receivable 6,100

Impairment of related party note receivable ( 147,760 )

Gain on elimination of retained deficit 77,518

Loss on deconsolidation $ ( 70,242 )

The amount of recovery with respect to the related-party note receivable is dependent on the actual amount of administrative claims in the CCAA Proceeding, the amount of claims of unsecured creditors against the Canadian Cannabis Subsidiaries submitted in the CCAA Proceeding, the extent to which such claims are approved by the Canadian Court, and the extent to which the Company’s interest in the Canadian Cannabis Subsidiaries are determined by the Canadian Court to be debt claims entitled to recovery on the same basis as other unsecured creditor claims with respect to the Canadian Cannabis Subsidiaries, all of which matters are presently uncertain.

In the event the Company's interests are not so treated as debt claims by the Canadian Court, the Company may be unable to recover a substantial portion or all of the estimated fair value of the related-party note receivable and may incur additional impairment with respect thereto.

Upon deconsolidation, the Company accounted for its investment in the Canadian Cannabis Subsidiaries using the cost method of accounting.

While the Company was the largest creditor and the majority shareholder of the Canadian Cannabis Subsidiaries, the claims of each creditor in the CCAA Proceeding were impaired, other than claims under the Canadian DIP Facility and certain administrative claims.

In addition, as result of the sale transactions, the Company did not regain control of the businesses operated by the Canadian Cannabis Subsidiaries after their emergence from the CCAA Proceeding.

Lastly, the Canadian Court (not the Company) had the final authority to approve or reject a plan to sell the Canadian Cannabis Subsidiaries, which occurs upon the approval of a Plan of Liquidation by the Canadian Court.

As a result, the Company did not exercise significant influence over the operating and financial decisions of the Canadian Cannabis Subsidiaries due to the commencement of the CCAA Proceeding and the appointment of the Monitor.

Following consummation of the contemplated sales of the Canadian Cannabis Subsidiaries, and after repayment of the Canadian DIP Facility and satisfaction of

administrative expenses from the CCAA Proceeding, the Company estimated recovering aggregate net cash consideration of $ 6,100 , which represents the fair value of the related party note receivable retained by the Company as of March 31, 2021.

As a result, the Company recorded a net loss of $ 70,242 for the year ended March 31, 2021 associated with the deconsolidation of the Canadian Cannabis Subsidiaries.

As of March 31, 2022, the Company's adjusted related party note receivable was $ 1,431 , which resulted in a $ 4,537 loss in the year ended March 31, 2022 on the deconsolidation/disposition of subsidiaries recorded within the consolidated statements of operations.

See " Note 30.

Subsequent Events " for additional information.

Related Party Relationship

The commencement of the CCAA Proceeding, the appointment of the Monitor, and the subsequent deconsolidation of the Canadian Cannabis Subsidiaries results in transactions with the Canadian Cannabis Subsidiaries no longer being eliminated in consolidation.

As such, transactions between the Company and the Canadian Cannabis Subsidiaries are treated as related-party transactions.

Refer to "Note 28.

Related Party Transactions" for transactions between the Company and the Canadian Cannabis Subsidiaries from January 21, 2021 to March 31, 2021.

As such, transactions between the Company and the Canadian Cannabis Subsidiaries, during their respective period of ownership by the Company, are treated as related-party transactions.

See " Note 28.

Related Party Transactions " for transactions between the Company and the Canadian Cannabis Subsidiaries.

Revenue Recognition

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During processing, ownership remains with the customers.

Other products and services revenue is primarily composed of revenue from the sale of legal cannabis in Canada (for periods prior to the deconsolidation of the Canadian Cannabis Subsidiaries) and e-liquids product revenue.

The following disaggregates sales and other operating revenues by major source:

All Other revenue is primarily composed of revenue from the sale of e-liquids and non-tobacco agriculture product revenue.

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 consolidated financial statements) :

Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020

Leaf - North America:

Product revenue $ 113,431 $ 51,211 $ 192,545

Processing and other revenues 23,764 6,523 32,162

Total sales and other operating revenues 137,195 57,734 224,707

Leaf - Other Regions:

Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020 Year Ended March 31, 2020

Product revenue $ 1,531,805 $ 814,507 $ 407,113 $ 1,428,586

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Total sales and other operating revenues 1,627,238 864,446 438,231 1,507,323

Other Products and Services:

Total sales and other operating revenues 12,624 19,882 9,369 19,938

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Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020

Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020

Balance, beginning of period $ 1,830 $ 880 $ 1,130

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Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020

Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020

Balance, beginning of period $ ( 20,900 ) $ ( 15,361 ) $ ( 15,893 )

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Value-added taxes were $ 27,274 , $ 21,819 , and $ 25,187 for the years ended March 31, 2022, 2021, and 2020, respectively.

Other Income (Expense), Net

The following summarizes the significant components of other income (expense), net:

Other (Expense) Income, Net

The following summarizes the significant components of other (expense) income, net:

Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020 Year ended

Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020

Other sales of assets and expenses $ ( 9,384 ) $ ( 678 ) $ ( 10,053 ) $ 2,497

Sales of Brazilian intrastate trade tax credits — 2,938 9,039 10,418

Foreign currency gain on Figr related party note 14,902 — — —

Losses on sale of receivables $ ( 5,833 ) $ ( 2,784 ) $ ( 2,907 ) $ ( 4,803 )

Foreign currency (losses) gains ( 2,776 ) 14,902 — —

Loss on settlement for Brazilian IPI credits — ( 12,666 ) — —

Gain on sales of fixed assets 310 112 6,539 2,080

Loss on sale of receivables ( 2,784 ) ( 2,907 ) ( 4,803 ) ( 6,816 )

Gain (loss) from insurance claims 7 ( 4 ) 1,411 6,038

Sales of Brazilian tax credits — — 2,938 9,039

Other, net 1,689 ( 9,377 ) ( 682 ) ( 8,642 )

Gain on sale of fixed assets 3,818 310 112 6,539

Total $ ( 3,102 ) $ ( 9,615 ) $ ( 539 ) $ 2,133

Refer to "Note 21.

See " Note 20.

Securitized Receivables " and " Note 25.

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Restructuring and Asset Impairment Charges

The Company continues to focus on efficiency and cost savings across its business.

During the year ended March 31, 2021, the Company commenced actions to cease operations of its industrial hemp businesses, including the production and sale of products containing extracts of industrial hemp, including CBD products, by its subsidiary, Criticality LLC (“Criticality”).

In addition, Pyxus continued its focus on company-wide cost saving initiatives.

The employee separation and impairment charges are primarily related to continued restructuring of certain U.S.

operations, which included Criticality, and certain African operations.

During the year ended March 31, 2020, the Company announced a cost saving initiative and restructuring plan to repurpose a processing facility in South America for storage and special projects and process tobacco under a third-party arrangement going forward.

During the year ended March 31, 2019, the Company incurred costs associated with the closing of a processing facility in Europe to process tobacco under a third-party arrangement going forward and the consolidation of the Company's U.S.

green tobacco processing operations into its Wilson, North Carolina facility and the repurposing of its Farmville, North Carolina facility for storage and special projects.

The Company has continued its focus on cost saving initiatives.

The employee separation and impairment charges are primarily related to continued wind down of the Company's industrial hemp cannabidiol ("CBD") operations and the continued restructuring of certain leaf operations.

The following summarizes the Company's restructuring and asset impairment charges:

Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020 Year ended

Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020

Beginning balance $ 567 $ 407 $ 1,843 $ 107

Period Charges:

Employee separation charges (recoveries) 7,816 353 4,592 4,055

Payments ( 3,773 ) ( 193 ) ( 6,028 ) ( 2,319 )

Ending balance $ 4,610 $ 567 $ 407 $ 1,843

Employee separation charges $ 2,292 $ 7,816 $ 353 $ 4,592

Asset impairment and other noncash charges 5,739 4,001 213 1,054

Total restructuring and asset impairment charges $ 8,031 $ 11,817 $ 566 $ 5,646

The following summarizes the employee separation and other cash charges by reportable segment:

Seven months ended March 31, 2021 Five months ended August 31, 2020

Other Products and Services Leaf - North America Leaf - Other Regions Other Products and Services Leaf - North America Leaf - Other Regions

Beginning balance $ — $ 312 $ 255 $ — $ — $ 407

Period charges (recoveries) 2,209 2,419 3,188 — 312 40

Payments ( 68 ) ( 1,325 ) ( 2,380 ) — — ( 192 )

Ending balance $ 2,141 $ 1,406 $ 1,063 $ — $ 312 $ 255

Year Ended March 31, 2020 Year Ended March 31, 2019

Leaf - North America Leaf - Other Regions Leaf - North America Leaf - Other Regions

Beginning balance $ 1,621 $ 222 $ — $ 107

Period charges (recoveries) 8 4,584 2,668 1,387

Payments ( 1,629 ) ( 4,399 ) ( 1,047 ) ( 1,272 )

Ending balance $ — $ 407 $ 1,621 $ 222

The following summarizes asset impairment and other noncash charges:

Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020 Year ended

March 31, 2019

Leaf - North America $ — $ 17 $ — $ 545

Leaf - Other Regions 1,036 196 772 346

Other Products and Services 2,965 — 282 —

Total $ 4,001 $ 213 $ 1,054 $ 891

As described in " Note 3.

Emergence from Voluntary Reorganization under Chapter 11 ", on August 24, 2020, as part of the Chapter 11 plan of reorganization, Old Pyxus completed a series of transactions pursuant to which the business assets and operations of Old Pyxus were vested in a new Virginia corporation, Pyxus Holdings, which is an indirect subsidiary of the Company.

Under the Plan, suppliers, vendors, employees, trade partners, foreign lenders and landlords were unimpaired and were to be satisfied in full in the ordinary course of business, and the existing trade and customer contracts and terms of Old Pyxus were to be maintained by the Company and its subsidiaries.

Commencing upon the Effective Date, the Company, through its subsidiaries, continued to operate the Old Pyxus business in the ordinary course.

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The tax attributes generated by Old Pyxus’ foreign subsidiaries (net operating loss carryforwards and income tax credits) survived the Chapter 11 proceedings and the Company expects, to the extent that a valuation allowance is not applicable, to use these tax attributes to reduce future tax liabilities.

With regard to the U.S., tax attributes not utilized as part of the Chapter 11 proceedings or asset sale to Pyxus Holdings pursuant to the Plan will expire unutilized.

The Company entered into a transfer agreement with Old Pyxus to transfer and assume the liability for unpaid installments payments of Old Pyxus under Internal Revenue Code Section 965(h) (i.e.

With regard to the U.S., tax attributes not utilized as part of the Chapter 11

proceedings or asset sale to Pyxus Holdings pursuant to the Plan will expire unutilized.

The Company entered into a transfer agreement with Old Pyxus to transfer and assume the liability for unpaid installment payments of Old Pyxus under Internal Revenue Code Section 965(h) (i.e.

transition tax) in the amount of $ 8,543 .

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Successor Predecessor

March 31, 2021 Year ended

March 31, 2020 Year ended

March 31, 2019

Year Ended March 31, 2022 Year Ended March 31, 2021 Year Ended March 31, 2020

Balance at April 1 $ 18,358 $ 19,481 $ 11,663

(Decrease) increase for prior year tax positions ( 660 ) 128 4,177

Increase for current year tax positions — 4,232 6,425

Increase (reductions) for prior year tax positions 128 4,177 7,048

Impact of changes in exchange rates ( 107 ) ( 1,226 ) ( 227 )

Reduction for settlements — ( 130 ) ( 1,558 )

Reorganization and Fresh Start Reporting — ( 5,246 ) —

Impact of changes in exchange rates 27 ( 107 ) ( 1,226 )

Balance at March 31 (1)

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The following summarizes changes in the Company's accrued interest and penalties for unrecognized tax benefits:

Interest Penalties

Balance at March 31, 2020 (Predecessor) $ 1,209 $ 815

Impact of changes in exchange rates ( 35 ) ( 54 )

Reduction for expiration of statute of limitations ( 71 ) ( 136 )

Other 371 145

Balance at March 31, 2021 (Successor) $ 1,474 $ 770

To the extent that they represent an underpayment of taxes, the Company expects to continue accruing interest expenses related to the remaining unrecognized tax benefits.

During the fiscal year ended March 31, 2021, the Company’s total liability for unrecognized tax benefits, including the related interest and penalties, and associated exchange losses, decreased from $ 21,505 to $ 20,602 .

The change in the liability for unrecognized tax benefits was primarily driven by a reduction of reserves recorded in the U.S.

of $ 5,246 , expiration of statute of limitations of approximately $ 354 and was partially offset by increases for new foreign positions of approximately $ 4,619 .

The Company does not foresee settling material positions currently accrued for in the next twelve months.

However, it is reasonably possible that the Company's unrecognized tax benefits may decrease in the next twelve months by $ 288 due to the expiration of the statute of limitations.

As the various taxing authorities continue with their examination process, the Company will adjust its reserves accordingly to reflect the current status.

In certain jurisdictions, tax authorities have challenged filing positions that that resulted in recognizing benefits that are material to its financial statements.

However, the Company believes it is more likely than not that it will prevail in these situations and accordingly has not recorded liabilities for these positions.

The Company expects the challenged positions to be settled at a time greater than twelve months from its balance sheet date.

Year Ended March 31, 2022 Year Ended March 31, 2021

Interest, beginning of period $ 1,474 $ 1,209

Increase 303 265

Interest, end of period $ 1,777 $ 1,474

Penalties, beginning of period $ 770 $ 815

Increase (decrease) 61 ( 45 )

Penalties, end of period $ 831 $ 770

To the extent unrecognized tax benefits represent an underpayment of taxes, the Company expects to continue accruing related interest expenses.

During the year ended March 31, 2022, the Company’s total liability for unrecognized tax benefits, including the related interest and penalties, decreased from $ 20,602 to $ 20,333 primarily driven by the expiration of statute of limitations.

Due to the Company’s global operations, numerous tax audits may be ongoing throughout the world at any point in time.

The Company's income tax liabilities are based on estimates of potential additional income taxes due upon the conclusion of such audits and are updated to reflect changes in facts and circumstances, as they become known.

Due to the uncertain and complex application of tax regulations, it is possible that the resolution of audits may result in liabilities which could be materially different from these estimates.

In such an event, the Company will record additional income tax expense or benefit in the period in which such resolution occurs or if estimates or judgments change.

The Company does not expect to settle material uncertain tax positions that have been accrued in the next twelve months.

The Company and its subsidiaries file a U.S.

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As of March 31, 2022, the Company’s earliest open tax year for U.S.

federal income tax purposes was its fiscal year ended March 31, 2018.

federal income tax purposes was its year ended March 31, 2019.

Open tax years in state and foreign jurisdictions generally range from three to six years.

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Income Tax Provision

The components of loss before income taxes, equity in net income of investee companies, and minority interests consisted of the following:

The components of (loss) income before income taxes and other items consisted of the following:

Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020 Year ended

March 31, 2019

Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020 Year Ended March 31, 2020

$ ( 68,489 ) $ ( 54,688 ) $ 28,350 $ ( 111,532 )

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Total $ ( 79,364 ) $ ( 141,666 ) $ 16,009 $ ( 144,415 )

The details of the amount shown for income taxes in the statements of consolidated operations and comprehensive loss are as follows:

The details of the amount shown for income taxes in the consolidated statements of operations and the consolidated statements of comprehensive (loss) income are as follows:

Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020 Year ended

March 31, 2019

Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020 Year Ended March 31, 2020

Federal $ 12 $ 142 $ 135 $ ( 1,115 )

State — — — —

16,515 13,424 10,718 22,065

1 unchanged sentence

Federal ( 243 ) 6,370 ( 6,823 ) 102,658

State — — — —

( 3,644 ) ( 6,721 ) ( 3,738 ) 8,181

1 unchanged sentence

Total $ 12,640 $ 13,215 $ 292 $ 131,789

The reasons for the difference between income tax expense based on income before income taxes, equity in net income of investee companies, and minority interests and the amount computed by applying the U.S.

The difference between income tax expense based on (loss) income before income taxes and other items and the amount computed by applying the U.S.

statutory federal income tax rate to income are as follows:

Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020 Year ended

March 31, 2019

Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020 Year Ended March 31, 2020

Tax benefit at U.S.

statutory rate $ ( 16,666 ) $ ( 29,750 ) $ 3,362 $ ( 30,328 )

Benefit of other tax credits ( 1,150 ) ( 222 ) ( 339 ) ( 721 )

Effect of non-U.S.

1 unchanged sentence

Tax on future remittances ( 848 ) 3,305 ( 583 ) 10,561

Foreign tax credits — — 78 ( 173 )

Change in valuation allowance 16,990 2,124 117,553 17,622

Increase in reserves for uncertain tax positions ( 315 ) 1,264 1,346 10,807

Change in tax rates ( 934 ) 1,451 822 ( 66 )

Exchange effects and currency translation 5,778 4,555 10,896 12,904

Permanent items 1,547 314 3,791 ( 677 )

Benefit (expense) on income tax payable/recoverable adjustments — — 810 ( 1,163 )

Deductible dividends — ( 889 ) ( 1,237 ) ( 2,140 )

Reorganization/Fresh Start Reporting — 38 ( 10,286 ) —

Change in tax rates 433 ( 934 ) 1,451 822

Deconsolidation of Canadian Cannabis Subsidiaries 1,134 22,203 — —

Withholding tax expense 1,488 1,797 584 2,225

Benefit of other tax credits ( 222 ) ( 339 ) ( 721 ) ( 377 )

Nondeductible interest 2,610 1,533 915 2,767

Transition tax after foreign tax credits — — ( 1,227 ) 1,827

taxes on non-U.S.

earnings 214 — 2,071 11,073

Permanent items 3,410 1,761 314 5,523

Section 59A waived deductions 3,960 — — —

Exchange effects and currency translation 4,344 5,778 4,555 10,896

Goodwill impairment 7,148 — — 5,775

Reorganization/Fresh Start Reporting 38 ( 10,286 ) — —

Canadian Cannabis Subsidiaries Deconsolidation 22,203 — — —

Actual tax expense (benefit) $ 13,215 $ 292 $ 131,789 $ 37,840

The following summarizes deferred tax (liabilities) assets:

Successor Predecessor

Change in valuation allowance 8,053 16,990 2,124 117,553

Actual tax expense $ 12,640 $ 13,215 $ 292 $ 131,789

The following summarizes deferred tax assets (liabilities):

March 31, 2022 March 31, 2021

Deferred tax assets:

Non-deductible interest carryforward $ 23,074 $ 16,446

Reserves and accruals 21,896 20,998

Tax credits 252 1,486

Tax loss carryforwards 13,728 6,792

Derivative transactions 1,157 698

Postretirement and other benefits 787 15,586

Unrealized exchange loss — 7,296

Non-deductible interest carryforward 16,446 28,364

Fixed assets 2,965 5,101

Postretirement and other benefits — 787

Derivative transactions — 1,157

Operating lease liabilities 1,607 —

Other 5,001 2,705

4 unchanged sentences

Unremitted earnings of foreign subsidiaries $ ( 27,918 ) $ ( 28,779 )

Derivative transactions ( 2,790 ) —

Intangible assets ( 2,776 ) ( 2,510 )

Fixed assets — ( 5,419 )

Unrealized exchange gains ( 1,568 ) ( 1,063 )

Operating lease right-of-use assets ( 1,696 ) —

Other ( 4,054 ) ( 2,242 )

2 unchanged sentences

The following summarizes the breakdown between deferred tax assets (liabilities):

Successor Predecessor

March 31, 2022 March 31, 2021

1 unchanged sentence

Noncurrent liability ( 11,670 ) ( 12,944 )

Net deferred tax liability (asset) $ ( 5,881 ) $ ( 22,901 )

During the year ended March 31, 2021, the net deferred tax liability balance decreased by $ 6,108 for certain adjustments not included in the deferred tax expense.

The adjustments are primarily related to the Company’s emergence from U.S.

Chapter 11 bankruptcy and resulting fresh start reporting, deferred tax assets related to pension accruals recorded in equity as part of other comprehensive income loss, and currency translation adjustments.

Net deferred tax liability $ ( 5,172 ) $ ( 5,881 )

The following summarizes the change in the Company's valuation allowance for deferred tax assets:

7 unchanged sentences

Deductions (4)

Balance at March 31, 2020 (Predecessor) $ 151,058

Balance at March 31, 2021 (Successor) 25,273

Changes to expenses 8,624

Changes to other accounts (2)

Deductions (3)

Balance at March 31, 2022 (Successor) $ 32,641

(1) Recognition of global valuation allowances related to the Company’s financial position.

(2) Other comprehensive (loss) income.

(3) Currency translation and direct write-off.

(2) Accumulated other comprehensive loss.

(4) Release of valuation allowance related to emergence from U.S.

Chapter 11 Bankruptcy and related fresh start reporting as well as deconsolidation of the Canadian Cannabis Subsidiaries.

(4) Build of global valuation allowances related to the Company’s financial position.

Realization of deferred tax assets is dependent on generating sufficient taxable income in the appropriate timeframe and of the appropriate character.

The Company believes that it is more likely than not that a portion of the deferred tax assets will be realized, but realization of all tax assets is not assured.

As a result, the Company has recorded a valuation allowance on its deferred tax assets not expected to be realized.

The valuation allowance decreased primarily due to the Company’s emergence from U.S.

Chapter 11 bankruptcy and related fresh start reporting resulting in a decrease of $ 120,744 .

Additionally, the Company deconsolidated the Canadian Cannabis Subsidiaries resulting in a valuation allowance reduction of $ 23,089 .

The following table summarizes the amount and expiration dates of our operating loss carryforwards at March 31, 2021:

As a result, the Company recorded a valuation allowance on its deferred tax assets not expected to be realized.

The valuation allowance increased primarily due to the impact of U.S.

derived deferred interest expense.

The following summarizes the gross amount and expiration dates of our operating loss carryforwards at March 31, 2022:

Expiration Date Amounts

6 unchanged sentences

Total $ 68,575

The Company is recognizing a tax benefit related to tax losses generated in the current year of $ 536 to be utilized in foreign jurisdictions.

Under current U.S.

tax regulations, in general, repatriation of foreign earnings to the U.S.

can be completed with no material incremental U.S.

can be completed without incurring material incremental U.S.

However, repatriation of foreign earnings could subject the Company to U.S.

1 unchanged sentence

jurisdictional taxes (including withholding taxes) on distributions or sales of minority owned investments.

As of March 31, 2021, the Company has recorded a deferred tax liability of $ 28.8 million for the estimated tax costs associated with the expected repatriation of the Company’s non-indefinitely reinvested foreign earnings.

No provision has been recorded for U.S.

or foreign tax costs associated with closing any book over tax basis difference with respect to foreign subsidiary unremitted earnings and profits where an indefinite reinvestment assertion is being made on the basis that this group of foreign subsidiaries either does not expect to have any available excess cash and cash equivalents to remit in the foreseeable future or has specific

needs for available excess cash.

The unrecorded tax liability associated with indefinitely reinvested foreign subsidiary earnings is not practicable to estimate due to the inherent complexity of the multi-jurisdictional tax environment in which the Company operates.

The Company has not recorded a deferred tax liability for U.S.

or foreign tax from foreign subsidiary unremitted earnings and profits where an indefinite reinvestment assertion was made on the basis that this group of foreign subsidiaries does not expect to have available excess cash and cash equivalents to remit in the foreseeable future or has specific needs for available excess cash.

The unrecorded tax liability associated with indefinitely reinvested foreign subsidiary earnings is not practicable to estimate due to the inherent complexity of the Company's global operations.

(Loss) Earnings Per Share

1 unchanged sentence

Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020 Year ended

March 31, 2019

Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020 Year Ended March 31, 2020

Basic (loss) earnings per share:

7 unchanged sentences

Weighted average number of shares outstanding 25,000 25,000 9,976 9,148

25,000 9,976 9,148 9,054

Restricted shares issued and shares applicable to stock options and restricted stock units, net of shares assumed to be purchased from proceeds at average market price — — 16 —

1 unchanged sentence

Diluted (loss) earnings per share $ ( 3.28 ) $ ( 5.47 ) $ 1.91 $ ( 28.93 )

(1) 0 , 785 , 785 , and 785 shares of common stock were owned by a wholly owned subsidiary as of March 31, 2021, August 31, 2020, and March 31, 2020 and 2019, respectively.

(2) Outstanding restricted shares, shares applicable to stock options, and restricted stock units are excluded because their inclusion would have an antidilutive effect on the loss per share.

The dilutive shares would have been 0 and 23 for the years ended March 31, 2021 and 2020, respectively.

Certain potentially dilutive options were not included in the computation of (loss) earnings per diluted share because their effect would be antidilutive.

2 unchanged sentences

Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020 Year ended

March 31, 2019

Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020 Year Ended March 31, 2020

Antidilutive stock options and other awards — — 427 427

2 unchanged sentences

Weighted average exercise price $ — $ — $ 56.86 $ 56.64

Cash, Cash Equivalents, and Restricted Cash

The following summarizes the composition of restricted cash:

Successor Predecessor

March 31, 2021 March 31, 2020

Compensating balance for short-term borrowings $ 1,017 $ 893

Escrow 3,459 1,450

Other 532 532

Total $ 5,008 $ 2,875

Inventories, Net

The following summarizes the composition of inventories, net:

Successor Predecessor

The following summarizes the composition of inventories, net, with the All Other category being included for purposes of reconciliation of the respective balances below of the Leaf segment to the consolidated financial statements :

March 31, 2022 March 31, 2021

2 unchanged sentences

Other tobacco related 29,694 25,979

10,288 41,402

All Other 8,714 10,288

Total $ 749,427 $ 727,893

(1) Represents inventory from the other products and services segment.

The balance as of March 31, 2021 was reduced by $ 13,865 from the deconsolidation of the Canadian Cannabis Subsidiaries and $ 32,116 of cannabis and industrial hemp inventory write-downs driven by shifts in expected future products mix in response to market supply conditions, continued market price compression, and the Company's actions to exit operations of the industrial hemp businesses.

Advances to Tobacco Suppliers, Ne t

2 unchanged sentences

The following summarizes the classification of advances to tobacco suppliers:

Successor Predecessor

March 31, 2022 March 31, 2021

2 unchanged sentences

Total $ 49,360 $ 44,046

There were $ 1,550 , $( 68 ) , and $ 171 of expenses (income) for unrecovered (recovered) advances from abnormal yield adjustments or unrecovered (recovered) amounts from prior crops for the seven months ended March 31, 2021, five months ended August 31, 2020, and year ended March 31, 2020, respectively.

There were $ 10 , $ 1,550 , and $( 68 ) of expenses (income) for unrecovered (recovered) advances from abnormal yield adjustments or unrecovered (recovered) amounts from prior crops for the year ended March 31, 2022, seven months ended March 31, 2021, and five months ended August 31, 2020, respectively.

Acquisitions and Dispositions

Acquisition of Criticality

On December 18, 2017, the Company completed a purchase of a 40.0 % interest in Criticality, a North Carolina-based industrial hemp company that is engaged in CBD extraction and other applications for industrial hemp in accordance with a pilot program authorized under the federal Agriculture Act of 2014 and applicable North Carolina law.

1 unchanged sentence

The acquisition of Criticality was a business combination achieved in stages, which required the Company to remeasure its previously he ld equity interest in Criticality at its acquisition date fair value.

This remeasurement resulted in a loss of

approximately $ 2,667 bei ng recorded in other income (expense), net within the consolidated statements of operations for the five months ended August 31, 2020.

This remeasurement resulted in a loss of approximately $ 2,667 bei ng recorded in other (expense) income, net within the consolidated statements of operations for the five months ended August 31, 2020.

The assets and liabilities were recorded at their fair value.

17 unchanged sentences

Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020

Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020

Revenue 214 139 —

2 unchanged sentences

Impact to (loss) earnings per share:

Basic ( 0.49 ) ( 0.33 )

Diluted ( 0.49 ) ( 0.33 )

Basic and Diluted ( 0.33 ) ( 0.49 ) ( 0.33 )

In December 2020, the Company commenced actions to exit operations of the industrial hemp businesses, including the production and sale of products containing extracts of industrial hemp, including CBD products, by Criticality.

Refer to “Note 8.

Restructuring and Asset Impairment Charges” for additional information.

On January 25, 2018, a Canadian subsidiary of the Company, acquired 75.0 % of the equity in Figr East.

3 unchanged sentences

As result of these equity positions acquired, the subsidiary's ownership level in Figr East increased to 94.3 %.

Transaction costs associated with the acquisition of additional interest are expensed as incurred within selling, general, and

administrative expenses in the consolidated statements of operations.

Transaction costs associated with the acquisition of additional interest are expensed as incurred within selling, general, and administrative expenses in the consolidated statements of operations.

Below are the effects of changes in the Company’s ownership interest in Figr East on the Company’s equity:

Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020 Year ended

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year Ended March 31, 2020 Year Ended

March 31, 2019

9 unchanged sentences

On June 10, 2021, the Canadian Court approved the sale agreement.

The consummation of the sale under this agreement is subject to approval of the buyers by Health Canada and the satisfaction of certain other conditions.

The consummation of the sale under this agreement occurred on January 28, 2022.

2 unchanged sentences

The consummation of the sale of Figr East and certain intangible assets of Figr Brands occurred on June 28, 2021.

Refer to "Note 30.

Subsequent Events" for additional information.

Disposition of Humble Juice Co., LLC

On November 23, 2021, the Company disposed of its ownership interests in Humble Juice Co., LLC ("Humble Juice"), a manufacturer and distributor of flavored e-liquids, in exchange for royalties on future revenue, which was recorded as other assets in the consolidated balance sheet as of March 31, 2022.

Humble Juice's financial results are included in the Company's consolidated results through the transaction date within the All Other category .

On the date of the transaction, Humble Juice's assets, liabilities, and equity components were eliminated from the Company's consolidated financial statements .

The Company recognized a loss on the disposition of Humble Juice of $ 5,374 during the three months ended December 31, 2021.

Equity Method Investments

10 unchanged sentences

Siam Tobacco Export Company Thailand purchase and process tobacco 49 % ( 6,098 )

(1) The basis difference for the Company's equity method investments is primarily due to $ 30,531 of fair value adjustments from fresh start reporting.

The following summarizes financial information for these equity method investments:

(1) The basis difference for the Company's equity method investments is primarily due to $ 30,531 of fair value adjustments from fresh start reporting that were recorded in the year ended March 31, 2021.

The following summarizes aggregate financial information for these equity method investments:

Successor Predecessor

Operations statement:

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020 Year ended

Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020

3 unchanged sentences

Company's dividends received 9,671 317 5,104 7,348

Successor Predecessor

Balance sheet:

5 unchanged sentences

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:

Successor Predecessor

March 31, 2022 March 31, 2021

7 unchanged sentences

Weighted average remaining useful life in years as of March 31, 2022 10.30 0.00 5.80 0.00 12.42

March 31, 2019 balance:

March 31, 2020 (Predecessor)

Gross carrying amount $ — $ 30,931 $ 3,676 $ 3,303 $ 27,664 $ 374 $ 65,948

Accumulated amortization — ( 29,027 ) ( 2,775 ) ( 18,391 ) ( 1,644 ) ( 63 ) ( 51,900 )

Impact of foreign currency translation ( 384 ) — — — ( 1,046 ) ( 1,430 )

Net March 31, 2019 balance (Predecessor) 34,336 34,953 4,225 1,526 30,640 437 106,117

Additions 6,120 — — — — — 6,120

Amortization expense — ( 1,675 ) ( 71 ) ( 497 ) ( 980 ) ( 25 ) ( 3,248 )

Impairment ( 33,759 ) — — — — — ( 33,759 )

Impact of foreign currency translation — — — 41 2,183 — 2,224

Net March 31, 2020 balance (Predecessor) — 30,931 3,676 3,303 27,664 374 65,948

Additions (1)

6,120 — — — — — 6,120

Amortization expense — ( 1,675 ) ( 71 ) ( 497 ) ( 980 ) ( 25 ) ( 3,248 )

Impact of foreign currency translation — — — 41 2,183 — 2,224

Fresh Start Adjustment ( 6,120 ) ( 29,256 ) ( 3,605 ) ( 2,847 ) ( 28,867 ) ( 349 ) ( 71,044 )

Net August 31, 2020 (Predecessor) $ — $ — $ — $ — $ — $ — $ —

September 1, 2020 balance (Successor) $ 37,935 $ 29,200 $ — $ 11,000 $ 19,000 $ 11,800 $ 108,935

August 31, 2020 (Predecessor) $ — $ — $ — $ — $ — $ — $ —

September 1, 2020 (Successor) $ 37,935 $ 29,200 $ — $ 11,000 $ 19,000 $ 11,800 $ 108,935

Additions — — — 4,080 — — 4,080

2 unchanged sentences

Impairment ( 1,082 ) — — — — — ( 1,082 )

Net March 31, 2021 balance (Successor) $ 36,853 $ 27,730 $ — $ 12,858 $ — $ 10,829 $ 88,270

(1) Goodwill activity relates to the Other Products and Services segment.

Net March 31, 2021 (Successor) $ 36,853 $ 27,730 $ — $ 12,858 $ — $ 10,829 $ 88,270

Additions — — — 840 — — 840

Amortization expense — ( 2,427 ) — ( 2,227 ) — ( 807 ) ( 5,461 )

Disposition of Humble Juice (1)

( 4,667 ) ( 1,735 ) — — — — ( 6,402 )

Impairment (2)

( 32,186 ) — — — — — ( 32,186 )

March 31, 2022 (Successor) $ — $ 23,568 $ — $ 11,471 $ — $ 10,022 $ 45,061

(1) See " Note 13.

Acquisitions and Dispositions " for additional information.

(2) $ 372 of the impairment occurred during the three-month period ended December 31, 2021.

The remaining $ 31,814 of impairment occurred during the three-month period ended March 31, 2022.

As of January 1, 2022, the Company performed its annual assessment of goodwill for its reporting units.

The assessment of qualitative factors indicated that it was more likely than not that the fair value of each reporting unit exceeded its carrying value.

Due to the commencement of the CCAA Proceeding, the Company concluded that a triggering event occurred during the fourth quarter of fiscal 2021.

The Company performed a test of its goodwill for impairment for the reporting unit that consisted on the Canadian Cannabis Subsidiaries as of January 21, 2021.

Based on the possible outcomes of the CCAA Proceeding, the Company performed a probability-weighted forecast of the reporting unit’s estimated net cash flows using assumptions about the reasonably possible outcomes of the CCAA Proceeding and concluded that the fair value of the reporting unit would not exceed the carrying value of its net assets (excluding goodwill) and therefore the entire goodwill balance of $ 1,082 allocated to the reporting unit was impaired as of January 21, 2021.

Other Intangible Assets, Net

The carrying value of other intangible assets as of March 31, 2021 represents customer relationships, internally developed software, licenses, and trade names.

The following summarizes amortization expense from finite-lived intangible assets:

Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020 Year ended

The assessment of qualitative factors indicated that it was more likely than not that the fair value of each reporting unit was less than its carrying value primarily due to a sustained decline in the implied value of the Company's long-term debt and equity based on public trading since the emergence from the Chapter 11 Cases on August 24, 2020, as well as uncertainty in the Company's estimate of timing for future operating results due to the recent economic effects of the COVID-19 pandemic, including related variants.

As a result, the Company performed a quantitative impairment test by comparing the fair value of each reporting unit to its carrying value.

The fair value for each reporting unit was determined using the DCF method of the income approach.

The quantitative impairment test conducted for each reporting unit concluded that the fair value of each reporting unit was less than its carrying value.

The excess of carrying value over fair value for each reporting unit exceeded the amount of goodwill that was allocated to the reporting unit, leading the Company to record a full impairment of goodwill at each reporting unit as follows:

Three months ended

March 31, 2022

Amortization expense $ 5,113 $ 3,248 $ 6,991 $ 7,943

Leaf - Africa $ 8,341

Leaf - Asia 6,311

Leaf - Europe 5,566

Leaf - North America 3,901

Leaf - South America 5,730

E-liquids 1,965

Total $ 31,814

Other Intangible Assets, Net

The following summarizes the estimated intangible asset amortization expense for the next five years and beyond:

6 unchanged sentences

2027 2,298 1,546 807 4,651

Later 15,135 3,324 6,794 25,253

Thereafter 12,078 2,117 5,987 20,182

$ 23,568 $ 11,471 $ 10,022 $ 45,061

(1) Estimated amortization expense for technology is based on costs accumulated as of March 31, 2022.

These estimates will change as new costs are incurred and until the software is placed into service in all locations.

These estimates will change as new costs are incurred and until the software is placed into service.

The Company does not have material finance leases.

The following summarizes weighted-average information associated with the measurement of remaining operating leases:

Successor Predecessor

March 31, 2022 March 31, 2021

3 unchanged sentences

Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020

Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020 Year Ended March 31, 2020

Operating lease costs $ 14,752 $ 9,099 $ 7,018 $ 16,792

1 unchanged sentence

Total lease costs $ 22,743 $ 13,056 $ 9,649 $ 23,502

Leases costs for operating leases was $ 20,486 for the year ended March 31, 2019.

The following summarizes supplemental cash flow information related to cash paid for amounts included in the measurement of lease liabilities:

Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020

Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020 Year Ended March 31, 2020

Operating cash flows impact - operating leases $ 13,677 $ 8,242 $ 7,791 $ 15,625

11 unchanged sentences

Under the lease agreement, the Company continued to occupy the space rent free until March 31, 2021.

The transaction resulted in a gain of $ 6,400 during the year ended March 31, 2020, which is included in other income (expense), net in the consolidated statements of operations.

The transaction resulted in a gain of $ 6,400 during the year ended March 31, 2020, which is included in other (expense) income, net in the consolidated statements of operations.

Property, Plant, and Equipment, Net

The following summarizes property, plant, and equipment, net:

Successor Predecessor

March 31, 2022 March 31, 2021

4 unchanged sentences

accumulated depreciation (1)

Total property, plant, and equipment, net (1)

( 15,210 ) ( 5,666 )

(1) Total property, plant, and equipment, net was reduced in fiscal 2021 by $ 125,820 due to fresh start reporting and $ 40,008 due to the deconsolidation of the Canadian Cannabis Subsidiaries.

Total property, plant, and equipment, net $ 137,521 $ 140,137

(1) This balance was partially reduced by the disposition of certain fully depreciated assets during the year ended March 31, 2022.

The following summarizes depreciation expense recorded in cost of goods and services sold and selling, general, and administrative expenses:

Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020 Year ended

Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020

1 unchanged sentence

Depreciation expense recorded in selling, general, and administrative expenses 2,272 1,444 1,648 3,351

Total depreciation $ 11,180 $ 7,431 $ 13,771 $ 29,386

Debt Arrangements

The following table summarizes the Company’s debt financing as of the dates set forth below:

March 31, 2021

Predecessor Successor Lines and

March 31, 2020 March 31, 2021 Letters Interest Long Term Debt Repayment Schedule by Fiscal Year

Available Rate 2022 2023 2024 2025 2026 Later

Senior secured credit facility:

ABL Facility $ 44,900 $ — — 4.1 % $ — $ — $ — $ — $ — $ —

Interest March 31, 2022 March 31, 2021 Long Term Debt Repayment Schedule by Fiscal Year

Rate 2023 2024 2025 2026 Later

Senior secured credit facilities:

ABL Credit Facility 3.2 % (1) $ 90,000 $ — $ — $ — $ 90,000 $ — $ —

Senior notes:

8.5 % senior secured first lien notes (2)

272,871 — — 8.5 % — — — — — —

9.875 % senior secured second lien notes (3)

Exit ABL Credit Facility 5.8 % (1) — 67,500 — — — — —

DDTL Facility (2)

10.6 % (1) 107,832 — 107,832 — — — —

Senior secured notes:

10.0 % senior secured first lien notes (3)

10.0 % 270,762 267,353 — — 270,762 — —

Term Loans (5)

Exit Term Loan Credit Facility (4)

9.6 % (1) 219,500 215,594 — — 219,500 — —

9 unchanged sentences

Letters of credit $ 9,038 $ 2,468

Total credit available $ 352,564

(1) Weighted average rate for the twelve months ended March 31, 2022.

(2) Upon emergence from Chapter 11 bankruptcy on the Effective Date, the prepetition 8.5 % senior secured first lien notes were cancelled and replaced with the 10 % senior secured first lien notes due 2024.

(3) Upon emergence from Chapter 11 bankruptcy on the Effective Date, the prepetition 9.875 % senior secured second lien notes were cancelled through the exchange of common stock in the Successor or cash.

(4) Repayment of $ 267,353 is net of original issue discount of $ 13,491 .

As the ABL Credit Facility and the DDTL Facility have not been outstanding for a trailing twelve-month period, the interest rate is the weighted average rate from inception through March 31, 2022.

(2) Balance of $ 107,832 is net of original issue discount of $ 2,418 .

Total repayment will be $ 110,250 , which includes an estimated $ 5,250 exit fee payable upon repayment.

(3) Balance of $ 270,762 is net of original issue discount of $ 10,082 .

Total repayment will be $ 280,844 .

(5) Upon emergence from Chapter 11 bankruptcy on the Effective Date, the DIP Facility entered into at the Petition Date converted into the Term Loan Credit Facility.

The aggregate balance of the Term Loans of $ 215,594 includes $ 2,176 of accrued paid in-kind interest.

(4) Upon emergence from Chapter 11 bankruptcy on the Effective Date, the DIP Facility entered into at the Petition Date converted into the Exit Term Loan Credit Facility.

The aggregate balance of the Exit Term Loan Credit Facility of $ 219,500 includes $ 4,967 of accrued paid-in-kind interest.

(5) Primarily foreign seasonal lines of credit.

ABL Credit Facility

On the Effective Date, Pyxus Holdings entered into the ABL Credit Agreement, dated as of August 24, 2020 by and among, amongst others, Pyxus Holdings, certain lenders party thereto and Wells Fargo Bank, National Association, as administrative agent and collateral agent to establish the ABL Credit Facility.

On February 8, 2022, Pyxus Holdings, certain subsidiaries of Pyxus Holdings (together with Pyxus Holdings, the "Borrowers"), and the Company and its wholly owned subsidiary, Pyxus Parent, Inc., as guarantors, entered into an ABL Credit Agreement (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 proceeds of which may be used to refinance existing senior bank debt, pay fees and expenses related to the ABL Credit Facility, partially fund capital expenditures, and provide for the ongoing working capital needs of the Borrowers.

The ABL Credit Facility may be used for revolving credit loans and letters of credit from time to time up to an initial maximum principal amount of $ 100,000 , subject to the limitations described below in this paragraph.

Under certain conditions, Pyxus Holdings may solicit the ABL Lenders to provide additional revolving loan commitments under the ABL Credit Facility in an aggregate amount not to exceed $ 15,000 .

The ABL Credit Facility is required to be drawn at all times in an amount greater than or equal to the lesser of (i) 25 % of total commitments under the ABL Credit Facility and (ii) $ 18,750 .

The amount available under the ABL Credit Facility is limited by a borrowing base consisting of eligible accounts receivable and inventory as follows:

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 $ 120,000 .

The amount available under the ABL Credit Facility is limited by a borrowing base consisting of certain eligible accounts receivable and inventory, reduced by specified reserves, as follows:

• 85 % of eligible accounts receivable, plus

• the lesser of (i) 70 % of eligible inventory valued at the lower of cost (based on a first-in first-out basis) and market value thereof (net of intercompany profits) or (ii) 85 % of the appraised net-orderly-liquidation value of eligible inventory.

At March 31, 2021, $ 7,500 was available for borrowing under the ABL Credit Facility, after reducing availability by the aggregate borrowings under the ABL Credit Facility of $ 67,500 outstanding on that date.

The ABL Credit Facility permits both base rate borrowings and LIBOR borrowings.

Borrowings under the ABL Credit Facility bear interest at an annual rate equal to LIBOR plus 475 basis points or 375 basis points above base rate, as applicable, with a fee on unutilized commitments at an annual rate of 100 basis points.

The ABL Credit Facility matures on February 24, 2023, subject to extension on terms and conditions set forth in the ABL Credit Agreement.

The ABL Credit Facility may be prepaid from time to time, in whole or in part, without prepayment or premium, subject to a termination fee of 50 basis points upon the permanent reduction of commitments under the ABL Credit Facility, including maturity.

In addition, customary mandatory prepayments of the loans under the ABL Credit Facility are required upon the occurrence of certain events including, without limitation, certain dispositions of assets outside of the ordinary course of business in respect of certain collateral securing the ABL Credit Facility and certain casualty and condemnation events.

With respect to base rate loans, accrued interest is payable monthly in arrears on the last business day of each calendar month and, with respect to LIBOR loans, accrued interest is payable monthly and on the last day of any applicable interest period.

Pyxus Holdings’ obligations under the ABL Credit Facility (and certain related obligations) are (a) guaranteed by Pyxus Parent, Inc.

and the Company and all of Pyxus Holdings’ material domestic subsidiaries, and each of Pyxus Holdings’ future material domestic subsidiaries is required to guarantee the ABL Credit Facility on a senior secured basis (including Pyxus Holdings, collectively, the “ABL Loan Parties”) and (b) secured by the Collateral, as described below, which is owned by the ABL Loan Parties.

The liens and other security interests granted by the ABL Loan Parties on the Collateral for the benefit of the lenders under the ABL Credit Facility (and certain related secured parties) are, subject to certain permitted liens, secured by first-priority security interests on ABL Priority Collateral (as defined in the ABL/Term Loan/Intercreditor Agreement described below) with the security interests securing the Term Loan Credit Facility and the Senior Secured First Lien Notes junior thereto, each as described below.

The obligations of Pyxus Holdings and each other ABL Loan Party under the ABL Credit Facility and any related guarantee have respective priorities in a waterfall with respect to portions of the Collateral as set forth in the ABL/Term Loan/Notes Intercreditor Agreement and the Term Loan/Notes Intercreditor Agreement described below.

• 90 % of eligible credit insured accounts receivable, plus

• the lesser of (i) 70 % of eligible inventory valued at the lower of cost (based on a first-in first-out basis) and market value thereof (net of intercompany profits) or (ii) 85 % of the net-orderly-liquidation value percentage of eligible inventory, minus

• applicable reserves.

At March 31, 2022, $ 10,000 was available for borrowing under the ABL Credit facility, after reducing availability by the aggregate borrowings under the ABL Credit facility of $ 90,000 outstanding on that date and the $ 20,000 of Domestic Availability (as defined in the ABL Credit Agreement) required to be maintained.

The ABL Credit Facility permits both base rate borrowings and borrowings based upon the Bloomberg-Short-Term Bank Yield Index rate ("BSBY").

Borrowings under the ABL Credit Facility bear interest at an annual rate equal to one, three, or six-month reserve-adjusted BSBY Rate plus 300 basis points or 200 basis points above base rate, as applicable, with a fee on unutilized commitments at an annual rate of 37.5 basis points.

The ABL Credit Facility matures, subject to extension on terms and conditions set forth in the ABL Credit Agreement, on the earlier of February 8, 2027 or 90 days prior to the earliest maturity of obligations owing under the Exit Term Loan Credit Agreement and the Indenture.

The ABL Credit Facility may be prepaid from time to time, in whole or in part, without prepayment or premium, subject to a termination fee upon the permanent reduction of commitments under the ABL Credit Facility of 300 basis points for terminations in the first year after entry into the ABL Credit Agreement, 200 basis points for terminations in the second year and 100 basis points for termination in the third year.

In addition, customary mandatory prepayments of the loans under the ABL Credit Facility are required upon the occurrence of certain events including, without limitation, outstanding borrowing exposures exceeding the borrowing base, certain dispositions of assets outside of the ordinary course of business in respect of certain collateral securing the ABL Credit Facility and certain casualty and condemnation events.

With respect to base rate loans, accrued interest is payable monthly in arrears and, with respect to BSBY loans, accrued interest is payable monthly and on the last day of any applicable interest period.

The Borrowers’ obligations under the ABL Credit Facility (and certain related obligations) are (a) guaranteed by Pyxus Parent, Inc.

and the Company and all of Pyxus Holdings’ wholly owned domestic subsidiaries, and each of Pyxus Holdings’ future wholly owned domestic subsidiaries is required to guarantee the ABL Credit Facility on a senior secured basis (collectively, the "ABL Loan Parties") and (b) secured by the collateral, as described below, which is owned by the ABL Loan Parties.

The liens and other security interests granted by the ABL Loan Parties on the collateral for the benefit of the lenders under the ABL Credit Facility (and certain related secured parties) are, subject to certain permitted liens, secured by first-priority security interests on a pari passu basis with the security interests securing the ABL Loan Parties’ obligations under the Exit Term Loan Credit Agreement and the Notes.

The obligations of Pyxus Holdings and each other ABL Loan Party under the ABL Credit Facility and any related guarantee are repaid pursuant to a waterfall with respect to portions of the Collateral as set forth in the existing intercreditor agreements with respect to Pyxus Holdings’ senior secured debt.

Cash Dominion

Under the terms of the ABL Credit Facility, if (i) an event of default has occurred and is continuing or (ii) excess borrowing availability under the ABL Credit Facility (based on the lesser of the commitments thereunder and the borrowing base) (the “Excess Availability”) falls below the greater of (x) $ 7,500 and (y) 10 % of the lesser of (A) the commitments under the ABL Credit Facility at such time and (B) the borrowing base at such time (such greater amount being the “Cash Dominion Threshold”), the ABL Loan Parties will become subject to cash dominion, which will require daily prepayment of loans under the ABL Credit Facility with the cash deposited in certain deposit accounts of the ABL Loan Parties, including concentration accounts, and will restrict the ABL Loan Parties’ ability to transfer cash from their concentration accounts to their disbursement accounts.

Such cash dominion period (a “Dominion Period”) shall end when (i) if arising as a result of a continuing event of default, such event of default ceases to exist, or (ii) if arising as a result of non-compliance with the Excess Availability threshold, Excess Availability shall be equal to or greater than the Cash Dominion Threshold for a period of 30 consecutive days.

No Dominion Period existed as of March 31, 2021.

Financial, Affirmative, and Restrictive Covenants

The ABL Credit Agreement governing the ABL Credit Facility contains a covenant requiring that the Company’s fixed charge coverage ratio be no less than 1.00 to 1.00 during any Dominion Period.

The ABL Credit Agreement governing the ABL Credit Facility also contains customary representations and warranties, affirmative and negative covenants (subject, in each case, to exceptions and qualifications) and events of defaults, including covenants that limit the Company's and its restricted subsidiaries' ability to, among other things:

Under the terms of the ABL Credit Facility, if (i) an event of default has occurred and is continuing, (ii) excess borrowing availability under the ABL Credit Facility (based on the lesser of the commitments thereunder and the borrowing base) (the

"Excess Availability") falls below 10 % of the total commitments under the ABL Credit Facility at such time, or (iii) Domestic Availability (as defined in the ABL Credit Agreement) being less than $ 20,000 , the ABL Loan Parties will become subject to cash dominion, which will require daily prepayment of loans under the ABL Credit Facility with the cash deposited in certain deposit accounts of the ABL Loan Parties, including concentration accounts, and will restrict the ABL Loan Parties’ ability to transfer cash from their concentration accounts to their disbursement accounts.

Such cash dominion period (a "Dominion Period") shall end when (i) if arising as a result of a continuing event of default, such event of default ceases to exist, (ii) if arising as a result of non-compliance with the Excess Availability threshold, Excess Availability shall be equal to or greater than 10 % of the total commitments under the ABL Credit Facility for a period of 30 consecutive days and no event of default is continuing, or (iii) if arising as a result of Domestic Availability being less than $ 20,000 , Domestic Availability is greater than $ 20,000 for a period of 30 consecutive days and no event of default is continuing.

The ABL Credit Agreement governing the ABL Credit Facility contains (i) a springing covenant requiring that the Company’s fixed charge coverage ratio be no less than 1.10 to 1.00 during any Dominion Period and (ii) a covenant requiring Domestic Availability greater than $ 20,000 at all times until audited financial statements for fiscal year ending March 31, 2023 are delivered under the ABL Credit Agreement.

The ABL Credit Agreement governing the ABL Credit Facility contains customary representations and warranties, affirmative and negative covenants (subject, in each case, to exceptions and qualifications) and events of defaults, including covenants that limit the Company’s ability to, among other things:

• incur additional indebtedness or issue disqualified stock or preferred stock;

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• create liens;

• consolidate, merge, sell or otherwise dispose of all or substantially all of their assets;

• enter into sale and leaseback transactions;

• consolidate, merge, sell or otherwise dispose of all or substantially all of the Company’s assets;

• enter into transactions with affiliates;

• designate subsidiaries as Unrestricted Subsidiaries (as defined in the ABL Credit Agreement).

Prior to the commencement of the CCAA Proceeding, the required lenders under the ABL Credit Agreement waived defaults that would otherwise arise under the ABL Credit Agreement in connection with the commencement of the CCAA Proceeding and other matters related to the CCAA Proceeding.

At March 31, 2021, Pyxus Holdings was in compliance with all such covenants under the ABL Credit Agreement.

Term Loan Credit Facility

On the Effective Date, Pyxus Holdings entered into the Term Loan Credit Agreement, dated as of August 24, 2020 by and among, amongst others, Pyxus Holdings, certain lenders party thereto and Alter Domus (US) LLC, as administrative agent and collateral agent to establish the Term Loan Credit Facility in an aggregate principal amount of approximately $ 213,418 .

The aggregate principal amount of loans outstanding under Debtors’ debtor-in-possession financing facility, and related fees, were converted into, or otherwise satisfied with the proceeds of, the Term Loan Credit Facility.

The Term Loan Credit Facility permits both base rate borrowings and LIBOR borrowings.

Borrowings under the Term Loan Credit Facility bear interest at an annual rate equal to LIBOR plus 800 basis points or 700 basis points above base rate, as applicable.

In addition to the cash interest payments, from and after the first anniversary of the Term Loan Credit Agreement, the term loans under the Term Loan Credit Facility bear “payment in kind” interest in an annual rate equal to 100 basis points, which rate increases by an additional 100 basis points on each of the second, third and fourth anniversaries of the Term Loan Credit Agreement.

The Term Loans and the Term Loan Credit Facility mature on February 24, 2025.

The Term Loans may be prepaid from time to time, in whole or in part, without prepayment or penalty.

In addition, customary mandatory prepayments of the Term Loans are required upon the occurrence of certain events including, without limitation, certain dispositions of assets outside of the ordinary course of business in respect of certain collateral securing the Term Loan Credit Facility and certain casualty and condemnation events.

On March 31, 2022, the Borrowers were in compliance with all covenants under the ABL Credit Agreement.

Exit ABL Credit Facility

On the Effective Date, Pyxus Holdings entered into the Exit ABL Credit Agreement, dated as of August 24, 2020 by and among, amongst others, Pyxus Holdings, certain lenders party thereto and Wells Fargo Bank, National Association, as administrative agent and collateral agent to establish the Exit ABL Credit Facility.

The Exit ABL Credit Facility may be used for revolving credit loans and letters of credit from time to time up to an initial maximum principal amount of $ 75,000 , subject to certain limitations.

Under certain conditions, Pyxus Holdings may solicit the ABL Lenders to provide additional revolving loan commitments under the Exit ABL Credit Facility in an aggregate amount not to exceed $ 15,000 .

The Exit ABL Credit Facility is required to be drawn at all times in an amount greater than or equal to the lesser of (i) 25 % of total commitments under the Exit ABL Credit Facility and (ii) $ 18,750 .

The amount available under the Exit ABL Credit Facility is limited by a borrowing base consisting of eligible accounts receivable and inventory as follows:

• 85 % of eligible accounts receivable, plus

On February 8, 2022, Pyxus Holdings terminated the Exit ABL Credit Agreement and repaid $ 56,500 outstanding thereunder with proceeds from the initial borrowing under the ABL Credit Facility.

DDTL Facility

On April 23, 2021, Intabex Netherlands B.V.

("Intabex"), an indirect wholly owned subsidiary of the Company, entered into a Term Loan Credit Agreement (as amended on May 21, 2021, the "DDTL Facility Credit Agreement"), dated as of April 23, 2021 (the "Closing Date"), by and among (i) Intabex, as borrower, (ii) the Company, Pyxus Parent, Inc., Pyxus Holdings, Inc., Alliance One International, LLC, Alliance One International Holdings, Ltd, as guarantors (collectively, the "Parent Guarantors"), (iii) the lenders thereto, which currently include certain funds managed by Glendon Capital Management, L.P., Monarch Alternative Capital LP, and Owl Creek Asset Management, L.P.

(collectively and, together with any other lender that is or becomes a party thereto as a lender, the "DDTL Facility Lenders"), and (iv) Alter Domus (US) LLC, as administrative agent and collateral agent (the "DDTL Agent").

The DDTL Facility Credit Agreement established a $ 120,000 delayed-draw term loan credit facility (the "DDTL Facility") under which the full amount has been drawn (the "DDTL Loans").

of the DDTL Loans were used to provide working capital and for other general corporate purposes of Intabex, the Guarantors (as defined below) and their subsidiaries.

The DDTL Facility and all DDTL Loans made thereunder mature on July 31, 2022.

The DDTL Loans may be prepaid by Intabex at any time without premium or penalty other than the Exit Fee described below and, in the case of any prepayment of LIBOR loans, subject to customary breakage.

At March 31, 2022, the aggregate principal amount outstanding was $ 107,832 , net of original issue discount of $ 2,418 , which includes an estimated $ 5,250 exit fee payable upon repayment.

Amounts prepaid or repaid in respect of DDTL Loans may not be reborrowed under the DDTL Facility.

Interest on the aggregate principal amount of outstanding DDTL Loans accrues at an annual rate of LIBOR plus 9.00 %, subject to a LIBOR floor of 1.50 %, for LIBOR loans or, for loans that are not LIBOR loans, at an annual rate of an alternative base rate (as specified in the DDTL Facility Credit Agreement) plus 8.00 %.

Interest is to be paid in arrears in cash upon prepayment, acceleration, maturity, and on the last day of each interest period (and every three months in the case of interest periods in excess of three months) for LIBOR loans and on the last day of each calendar month for loans that are not LIBOR loans.

Pursuant to the DDTL Facility Credit Agreement, the DDTL Facility Lenders received a non-refundable commitment fee equal to 2.00 % of the aggregate commitments under the DDTL Facility, paid in cash in full on the Closing Date and netted from the proceeds of the DDTL Loan borrowed on the Closing Date.

The DDTL Facility Credit Agreement provides for the payment by Intabex to the DDTL Facility Lenders of a non-refundable exit fee (the "Exit Fee") in the amounts set forth in the table below in respect of any DDTL Loans repaid (whether prepaid voluntarily or paid following acceleration or at maturity).

The Exit Fee is deemed to have been earned on the Closing Date, and is due and payable in cash on each date of repayment or termination, as applicable, in respect of the DDTL Loans or commitments repaid or terminated on such date, as applicable.

Loan Repayment Date Exit Fee

On or before September 30, 2021 1.00 %

After September 30, 2021 and on or before December 31, 2021 2.50 %

After December 31, 2021 and on or before March 31, 2022 3.50 %

After March 31, 2022 5.00 %

The obligations of Intabex under the DDTL Facility Credit Agreement (and certain related obligations) are (a) guaranteed by the Parent Guarantors and Alliance One International Tabak B.V., an indirect subsidiary of the Company, and each of the Company’s domestic and foreign subsidiaries that is or becomes a guarantor of borrowings under the Exit Term Loan Credit Agreement (which subsidiaries are referred to collectively, together with the Parent Guarantors, as the "Guarantors"), and (b) are secured by the pledge of all of the outstanding equity interests of (i) Alliance One Brasil Exportadora de Tabacos Ltda.

("AO Brazil"), which principally operates the Company’s leaf tobacco operations in Brazil, and (ii) Alliance One International Tabak B.V., which owns a 0.001 % interest of AO Brazil.

Affirmative and Restrictive Covenants

The DDTL Facility Credit Agreement contains representations and warranties, affirmative and negative covenants (subject, in each case, to exceptions and qualifications) and events of defaults applicable to the Company and its subsidiaries similar to those included in the Exit Term Loan Credit Agreement, including covenants that limit the Company’s ability to, among other things:

• incur additional indebtedness or issue disqualified stock or preferred stock;

• make certain investments and other restricted payments;

• enter into limitations on its ability to pay dividends, make loans or otherwise transfer assets to its immediate parent entity or to its subsidiaries;

• sell certain assets;

• create liens;

• consolidate, merge, sell or otherwise dispose of all or substantially all of its assets;

• enter into transactions with affiliates;

• engage directly or indirectly in any business other than the businesses engaged in by it and its subsidiaries are currently engaged.

In addition, the DDTL Facility Credit Agreement includes a customary "passive holding company" covenant that contains certain additional restrictions on Intabex and its subsidiaries’ activities and requirements for Intabex to provide to the DDTL Facility Lenders certain periodic financial and operating reports for the Guarantors and their subsidiaries on a consolidated basis.

At March 31, 2022, Intabex and each Guarantor was in compliance with the covenants under the DDTL Facility Credit Agreement.

Related Party Transaction

Based on a Schedule 13D filed with the SEC on September 3, 2020 by Glendon Capital Management, L.P., Glendon Opportunities Fund, L.P.

and Glendon Opportunities Fund II, L.P., Glendon Capital Management, L.P.

reported beneficial ownership of 7,939 shares of the Company’s common stock, representing approximately 31.8 % of the outstanding shares of the Company’s common stock.

Based on Form 4 filed with the SEC on July 15, 2021, as well as a Schedule 13D filed with the SEC on September 3, 2020 by Monarch Alternative Capital LP, MDRA GP LP and Monarch GP LLC, Monarch Alternative Capital LP reported beneficial ownership of 6,140 shares of the Company’s common stock, representing approximately 24.6 % of the outstanding shares of the Company’s common stock.

Based on a Schedule 13G/A filed with the SEC on February 10, 2022 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 2,405,287 shares of the Company’s common stock on December 31, 2021, representing approximately 9.6 % of the outstanding shares of the Company’s common stock.

Pursuant to the Shareholders Agreement, Holly Kim and Patrick Fallon were designated to serve as directors of Pyxus and each continues to serve as a director of Pyxus.

Kim is a Partner at Glendon Capital Management, L.P.

Fallon is a Managing Principal at Monarch Alternative Capital LP.

The DDTL Facility Credit Agreement, any and all borrowings thereunder and the guaranty transactions described above were approved, and determined to be on terms and conditions at least as favorable to the Company and its subsidiaries as could reasonably have been obtained in a comparable arm’s-length transaction with an unaffiliated party, by a majority of the disinterested members of the Board of Directors of Pyxus.

On June 2, 2022, Intabex, the Company and the Guarantors entered into an agreement with the DDTL Facility Lenders and the DDTL Agent to, subject to the satisfaction of customary closing conditions, amend and restate the DDTL Facility Credit Agreement to, among other things, replace the DDTL Facility with a $ 100,000 term loan facility maturing on December 2, 2023.

See " Note 30.

Subsequent Events " for additional information.

Exit Term Loan Credit Facility

On the Effective Date, Pyxus Holdings entered into the Exit Term Loan Credit Agreement, dated as of August 24, 2020 by and among, amongst others, Pyxus Holdings, certain lenders party thereto and Alter Domus (US) LLC, as administrative agent and collateral agent to establish the Exit Term Loan Credit Facility in an aggregate principal amount of approximately $ 213,418 .

The Exit Term Loan Credit Facility permits both base rate borrowings and LIBOR borrowings.

Borrowings under the Exit Term Loan Credit Facility bear interest at an annual rate equal to LIBOR plus 800 basis points or 700 basis points above base rate, as applicable.

In addition to the cash interest payments, from and after the first anniversary of the Exit Term Loan Credit Agreement, the term loans under the Exit Term Loan Credit Facility bear "payment in kind" interest in an annual rate equal to 100 basis points, which rate increases by an additional 100 basis points on each of the second, third and fourth anniversaries of the Exit Term Loan Credit Agreement.

The Exit Term Loans and the Exit Term Loan Credit Facility mature on February 24, 2025.

The Exit Term Loans may be prepaid from time to time, in whole or in part, without prepayment or penalty.

In addition, customary mandatory prepayments of the Exit Term Loans are required upon the occurrence of certain events including, without limitation, certain dispositions of assets outside of the ordinary course of business in respect of certain collateral securing the Exit Term Loan Credit Facility and certain casualty and condemnation events.

At March 31, 2021, the aggregate principal amount of the Term Loans outstanding was $ 215,594 .

Pyxus Holdings’ obligations under the Term Loan Credit Facility (and certain related obligations) are (a) guaranteed by Pyxus Parent, Inc.

and the Company, all of Pyxus Holdings’ material domestic subsidiaries and certain of Pyxus Holdings’ foreign subsidiaries (the “Foreign Guarantors”), and each of Pyxus Holdings’ future material domestic subsidiaries is required to guarantee the Term Loan Credit Facility on a senior secured basis (including Pyxus Holdings, collectively, the “Term Facility Loan Parties”) and (b) secured by the Collateral, as described below, which is owned by the Term Facility Loan Parties.

The liens and other security interests granted by the Term Facility Loan Parties on the Collateral for the benefit of the lenders under the Term Loan Credit Facility (and certain related secured parties) are, subject to certain permitted liens, secured by first-priority security interests on the Term Loan Priority Collateral and a junior lien on the ABL Priority Collateral and the Notes Priority Collateral (in each case as defined in the ABL/Term Loan/Notes Intercreditor Agreement and the Term Loan/Notes Intercreditor Agreement (together, the “Intercreditor Agreements”).

The obligations of Pyxus Holdings and each other Term Facility Loan Party under the Term Loan Credit Facility and any related guarantee have respective priorities as set forth in the Intercreditor Agreements described below.

At March 31, 2022, the aggregate principal amount of the Exit Term Loans outstanding was $ 219,500 .

Pyxus Holdings’ obligations under the Exit Term Loan Credit Facility (and certain related obligations) are (a) guaranteed by Pyxus Parent, Inc.

and the Company, all of Pyxus Holdings’ material domestic subsidiaries and certain of Pyxus Holdings’ foreign subsidiaries (the "Foreign Guarantors"), and each of Pyxus Holdings’ future material domestic subsidiaries is required to guarantee the Exit Term Loan Credit Facility on a senior secured basis (including Pyxus Holdings, collectively, the "Exit Term Facility Loan Parties") and (b) secured by the Collateral, as described below, which is owned by the Exit Term Facility Loan Parties.

The liens and other security interests granted by the Exit Term Facility Loan Parties on the Collateral for the benefit of the lenders under the Exit Term Loan Credit Facility (and certain related secured parties) are, subject to certain permitted liens, secured by first-priority security interests on the Exit Term Loan Priority Collateral and a junior lien on the ABL Priority Collateral and the Notes Priority Collateral (in each case as defined in the ABL/Exit Term Loan/Notes Intercreditor Agreement and the Exit Term Loan/Notes Intercreditor Agreement (together, the "Intercreditor Agreements").

The obligations of Pyxus Holdings and each other Exit Term Facility Loan Party under the Exit Term Loan Credit Facility and any related guarantee have respective priorities as set forth in the Intercreditor Agreements described below.

Affirmative and Restrictive Covenants

The Term Loan Credit Agreement governing the Term Loan Credit Facility contains customary representations and warranties, affirmative and negative covenants (subject, in each case, to exceptions and qualifications) and events of defaults, including covenants that limit the Company's and its restricted subsidiaries' ability to, among other things:

The Exit Term Loan Credit Agreement governing the Exit Term Loan Credit Facility contains customary representations and warranties, affirmative and negative covenants (subject, in each case, to exceptions and qualifications) and events of defaults, including covenants that limit the Company's and its restricted subsidiaries' ability to, among other things:

• incur additional indebtedness or issue disqualified stock or preferred stock;

6 unchanged sentences

• designate subsidiaries as Unrestricted Subsidiaries.

Prior to the commencement of the CCAA Proceeding, the required lenders under the Term Loan Credit Agreement waived defaults that would otherwise arise under the Term Loan Credit Agreement in connection with the commencement of the CCAA Proceeding and other matters related to the CCAA Proceeding.

At March 31, 2021, Pyxus Holdings was in compliance with all such covenants under the Term Loan Credit Agreement.

At March 31, 2022, Pyxus Holdings was in compliance with all such covenants under the Exit Term Loan Credit Agreement.

Senior Secured First Lien Notes

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The Notes mature on August 24, 2024.

The Notes are initially guaranteed on a senior secured basis by the Company, all of the Company’s material domestic subsidiaries (other than Pyxus Holdings) and the Foreign Guarantors, on a subordinated basis to the guarantees securing the Term Loan Facility, and each of its future material domestic subsidiaries are required to guarantee the Notes on a senior secured basis.

The Notes are initially guaranteed on a senior secured basis by the Company, all of the Company’s material domestic subsidiaries (other than Pyxus Holdings) and the Foreign Guarantors, on a subordinated basis to the guarantees securing the Exit Term Loan Facility, and each of its future material domestic subsidiaries are required to guarantee the Notes on a senior secured basis.

Optional Redemption

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• enter into transactions with affiliates.

Prior to the commencement of the CCAA Proceeding, holders of a majority of the aggregate outstanding principal amount of Notes waived defaults that would otherwise arise under the Indenture in connection with the commencement of the CCAA Proceeding and other matters related to the CCAA Proceeding.

At March 31, 2022, each of Pyxus Holdings and each guarantor of the Notes was in compliance with all such covenants under the Indenture.

Collateral and a junior lien on the ABL Priority Collateral and the Term Loan Priority Collateral (in each case as defined in the Intercreditor Agreements).

The liens and other security interests granted by Pyxus Holdings and the guarantors on the Collateral for the benefit of the holders of the Notes are, subject to certain permitted liens, secured by first-priority security interests on the Notes Priority Collateral and a junior lien on the ABL Priority Collateral and the Term Loan Priority Collateral (in each case as defined in the Intercreditor Agreements).

The obligations of Pyxus Holdings and each other guarantor have respective priorities with respect to the guarantees and the Collateral as set forth in the Intercreditor Agreements described below.

Intercreditor Agreements

The priority of the obligations under each of the Notes, the ABL Credit Facility, and the Term Loan Credit Facility are set forth in the two intercreditor agreements entered into in connection with consummation of the transactions contemplated by the Plan, including the issuance of the Notes and the establishment of the ABL Credit Facility and the Term Loan Credit Facility.

ABL/Term Loan/Notes Intercreditor Agreement

The intercreditor relationship between, (i) on one hand, the holders of obligations under the ABL Credit Facility, the guarantees thereof and certain related obligations and (ii) on the other hand, (A) the holders of obligations under the Term Loan Credit Facility, the guarantees thereof and certain related obligations and (B) the holders of obligations under the Notes, the guarantees thereof and certain related obligations, is governed by the ABL/Term Loan/Notes Intercreditor Agreement.

Pursuant to the terms of the ABL/Term Loan/Notes Intercreditor Agreement, Pyxus Holdings’ obligations under the ABL Credit Facility, the guarantees thereof and certain related obligations have first priority liens on the Collateral consisting of ABL Priority Collateral (as defined therein), including certain accounts receivable and inventory and certain related intercompany notes, cash, deposit accounts, related general intangibles and instruments, certain other related assets of the foregoing entities and proceeds of the foregoing (other than identifiable cash proceeds of the Term Loan Priority Collateral or the Notes Priority Collateral, each as defined below), with the obligations under the Notes and the Term Loan Facility having junior priority liens on the ABL Priority Collateral.

Pursuant to the ABL/Term Loan/Notes Intercreditor Agreement, Pyxus Holdings’ collective obligations under the Term Loan Credit Facility and the Notes, the guarantees thereof and certain related obligations have first priority liens on the Notes Priority Collateral which consists of the Collateral that is not ABL Priority Collateral, including owned material real property in the United States, capital stock of subsidiaries owned directly by Pyxus Holdings or a guarantor, existing and after acquired intellectual property rights, equipment, related general intangibles and instruments and certain other assets related to the foregoing and proceeds of the foregoing, with the obligations under the ABL Credit Facility having junior priority liens on the Notes Priority Collateral.

Term Loan/Notes Intercreditor Agreement

The intercreditor relationship between and among the holders of obligations under the Term Loan Credit Facility, the guarantees thereof and certain related obligations and the holders of obligations under the Notes, the guarantees thereof and certain related obligations is governed by the Term Loan/Notes Intercreditor Agreement.

Pursuant to the terms of the Term Loan/Notes Intercreditor Agreement, Pyxus Holdings’ obligations under the Term Loan Credit Facility, the guarantees thereof and certain related obligations have senior priority liens on the Term Loan Priority Collateral consisting of (i) all assets and property of Pyxus Holdings and any domestic guarantor constituting ABL Priority Collateral up to (A) $ 125,000 minus (B) the aggregate principal amount of loans and the aggregate face amount of letters of credit outstanding under the ABL Credit Agreement, and (ii) all assets and property of any Foreign Guarantor constituting Collateral securing the Term Loan Agreement, with the obligations under the Notes having junior priority liens on the Term Loan Priority Collateral (the "ABL Priority Collateral Cap").

The liens securing the Notes and the Term Loan Facility on the ABL Priority Collateral in excess of the ABL Priority Collateral Cap are secured on a pari passu basis.

Further, the guarantees of the Foreign Guarantors in respect of the Notes are subordinated in right of payments to the guarantees of the Foreign Guarantors in respect of the Term Loan Facility.

Pursuant to the Term Loan/Notes Intercreditor Agreement, Pyxus Holdings’ obligations under the Notes, the guarantees thereof and certain related obligations have first priority liens on all Notes Priority Collateral, with the obligations under the Term Loan Facility having junior priority liens on the Notes Priority Collateral.

DDTL Facility

On April 23, 2021, Intabex Netherlands B.V.

(“Intabex”), an indirect wholly owned subsidiary of the Company, entered into a Term Loan Credit Agreement (the “DDTL Facility Credit Agreement”), dated as of April 23, 2021, by and among (i) Intabex, as borrower, (ii) the Company, Pyxus Parent, Inc., Pyxus Holdings, Inc., Alliance One International, LLC, Alliance One International Holdings, Ltd, as guarantors (collectively, the “Parent Guarantors”), (iii) certain funds managed by Glendon Capital Management LP and Monarch Alternative Capital LP, as lenders (collectively and, together with any other lender that is or becomes a party thereto as a lender, the “DDTL Facility Lenders”), and (iv) Alter Domus (US) LLC, as administrative agent and collateral agent.

The DDTL Facility Credit Agreement establishes a $ 120,000 delayed-draw term loan credit facility (the “DDTL Facility”) permitting borrowings by Intabex in up to four draws on or prior to June 30, 2021 in a minimum amount of $ 30,000 each (or, if less than $ 30,000 remains available under the DDTL Facility, the remaining commitments under the DDTL Facility) (the “DDTL Loans”).

The proceeds of the DDTL Loans are to be used to provide ongoing working capital and for other general corporate purposes of Intabex, the Guarantors (as defined below) and their subsidiaries.

Refer to "Note 30.

Subsequent Events" for additional information.

Short-Term Borrowings

The priority of the obligations under each of the Notes, the ABL Credit Facility, and the Exit Term Loan Credit Facility are set forth in the two intercreditor agreements entered into in connection with consummation of the transactions contemplated by the Plan, including the issuance of the Notes and the establishment of the ABL Credit Facility and the Exit Term Loan Credit Facility.

ABL/Exit Term Loan/Notes Intercreditor Agreement

The intercreditor relationship between, (i) on one hand, the holders of obligations under the ABL Credit Facility, the guarantees thereof and certain related obligations and (ii) on the other hand, (A) the holders of obligations under the Exit Term Loan Credit Facility, the guarantees thereof and certain related obligations and (B) the holders of obligations under the Notes, the guarantees thereof and certain related obligations, is governed by the ABL/Exit Term Loan/Notes Intercreditor Agreement.

Pursuant to the terms of the ABL/Term Loan/Notes Intercreditor Agreement, Pyxus Holdings’ obligations under the ABL Credit Facility, the guarantees thereof and certain related obligations have first priority liens on the Collateral consisting of ABL Priority Collateral (as defined therein), including certain accounts receivable and inventory and certain related intercompany notes, cash, deposit accounts, related general intangibles and instruments, certain other related assets of the foregoing entities and proceeds of the foregoing (other than identifiable cash proceeds of the Term Loan Priority Collateral or the Notes Priority Collateral, each as defined below), with the obligations under the Notes and the Exit Term Loan Facility having junior priority liens on the ABL Priority Collateral.

Pursuant to the ABL/Exit Term Loan/Notes Intercreditor Agreement, Pyxus Holdings’ collective obligations under the Exit Term Loan Credit Facility and the Notes, the guarantees thereof and certain related obligations have first priority liens on the Notes Priority Collateral which consists of the Collateral that is not ABL Priority Collateral, including owned material real property in the United States, capital stock of subsidiaries owned directly by Pyxus Holdings or a guarantor, existing and after acquired intellectual property rights, equipment, related general intangibles and instruments and certain other assets related to the foregoing and proceeds of the foregoing, with the obligations under the ABL Credit Facility having junior priority liens on the Notes Priority Collateral.

Exit Term Loan/Notes Intercreditor Agreement

The intercreditor relationship between and among the holders of obligations under the Exit Term Loan Credit Facility, the guarantees thereof and certain related obligations and the holders of obligations under the Notes, the guarantees thereof and certain related obligations is governed by the Exit Term Loan/Notes Intercreditor Agreement.

Pursuant to the terms of the Exit Term Loan/Notes Intercreditor Agreement, Pyxus Holdings’ obligations under the Exit Term Loan Credit Facility, the guarantees thereof and certain related obligations have senior priority liens on the Term Loan Priority Collateral consisting of (i) all assets and property of Pyxus Holdings and any domestic guarantor constituting ABL Priority Collateral up to (A) $ 125,000 minus (B) the aggregate principal amount of loans and the aggregate face amount of letters of credit outstanding under the ABL Credit Agreement, and (ii) all assets and property of any Foreign Guarantor constituting Collateral securing the Exit Term Loan Agreement, with the obligations under the Notes having junior priority liens on the Term Loan Priority Collateral (the "ABL Priority Collateral Cap").

The liens securing the Notes and the Exit Term Loan Facility on the ABL Priority Collateral in excess of the ABL Priority Collateral Cap are secured on a pari passu basis.

Further, the guarantees of the Foreign Guarantors in respect of the Notes are subordinated in right of payments to the guarantees of the Foreign Guarantors in respect of the Exit Term Loan Facility.

Pursuant to the Term Loan/Notes Intercreditor Agreement, Pyxus Holdings’ obligations under the Notes, the guarantees thereof and certain related obligations have first priority liens on all Notes Priority Collateral, with the obligations under the Exit Term Loan Facility having junior priority liens on the Notes Priority Collateral.

Short-Term Seasonal Lines of Credit

Excluding all long-term credit agreements, the Company has typically financed its non-U.S.

operations with uncommitted unsecured short-term seasonal lines of credit arrangements with a number of banks.

operations with 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 to 270 days corresponding to the tobacco crop cycle in that location.

3 unchanged sentences

The weighted average variable interest rate for the years ended March 31, 2022 and 2021 was 6.1 % and 6.1 %, respectively.

Certain of the foreign seasonal lines of credit with aggregate outstanding borrowings at March 31, 2021 and 2020 of approximately $ 172,462 and $ 187,787 , respectively, are secured by inventories of $ 167,822 and $ 124,541 as collateral at March 31, 2021 and 2020, respectively.

Certain of the foreign seasonal lines of credit with aggregate outstanding borrowings at March 31, 2022 and 2021

of $ 109,412 and $ 172,462 , respectively, are secured by trade receivables and inventories as collateral.

At March 31, 2022 and 2021, respectively, $ 971 and $ 1,017 of cash was held on deposit as a compensating balance.

African Seasonal Lines of Credit

On August 13, 2020, certain then subsidiaries of Old Pyxus, which are now subsidiaries of the Company, Alliance One International Holdings, Ltd.

(“AOI Holdings”) and the subsidiaries in Kenya, Malawi, Tanzania, Uganda and Zambia (collectively, the “African Subsidiaries”) entered into an Amendment and Restatement Agreement (the “Initial TDB Facility Agreement”) with Eastern and Southern African Trade and Development Bank (“TDB”).

On August 24, 2020, AOI Holdings, the African Subsidiaries, the Company, Pyxus Parent, Inc., Pyxus Holdings and TDB entered into a Second Amendment and Restatement Agreement (the “TDB Facility Agreement”) to amend and restate the Initial TDB Facility Agreement to add the Company, Pyxus Parent, Inc.

and Pyxus Holdings as guarantors thereunder and to otherwise amend provisions thereof to permit the consummation of the transactions contemplated by the Plan.

The TDB Facility Agreement sets forth the terms that govern the foreign seasonal lines of credit of each of the African Subsidiaries with TDB and supersedes the prior terms in effect.

These lines of credit provide borrowings to fund the purchase of leaf tobacco in the respective jurisdictions to be repaid upon the sale of that tobacco.

The original aggregate maximum borrowing availability under these separate existing foreign seasonal lines of credit was $ 255,000 , and the aggregate borrowings were $ 240,485 as of August 13, 2020.

Subject to certain conditions, the TDB Facility Agreement increased the maximum aggregate borrowing capacity to $ 285,000 , less the amount of outstanding loans borrowed under the existing foreign seasonal lines of credit with TDB.

Loans under the TDB Facility Agreement bear interest at LIBOR plus 6 %.

The TDB Facility Agreement initially provided that it terminated on June 30, 2021 and may be renewed at TDB’s discretion.

On June 24, 2021, the Company and certain of its subsidiaries, including the African Subsidiaries, entered into a letter agreement with TDB to amend the TDB Facility Agreement to, among other things, extend the term of the separate lines of credit of each of the Company’s subsidiaries in Malawi, Tanzania, and Zambia by 365 days, effective from and including July 1, 2021, and to cancel the separate lines of credit of the Companies’ subsidiaries in Kenya and Uganda, effective from and including June 24, 2021 (with outstanding borrowings for Kenya and Uganda to be repaid by June 30, 2021).

As a result of such amendment, the maximum aggregate borrowing pursuant to the lines of credit under the TDB Facility Agreement is $ 190.0 million, subject to an increase of an additional $ 15.0 million upon satisfaction of certain documentation requirements applicable to the line of credit of the Company’s subsidiary in Tanzania.

Refer to "Note 30.

Subsequent Events" for additional information.

Each of AOI Holdings, the Company, Pyxus Parent, Inc.

and Pyxus Holdings guarantees the obligations of the African Subsidiaries under the TDB Facility Agreement.

The obligations of each African Subsidiary under the TDB Facility Agreement are required to be secured by a first priority pledge of:

• tobacco purchased by that African Subsidiary that is financed by TDB;

African Lines of Credit

On August 12, 2021, the Company and certain subsidiaries of the Company, including the Company’s subsidiaries in Malawi, Tanzania, and Zambia (the "African Subsidiary Borrowers"), entered into the Third Amendment and Restatement Agreement (the "Restated TDB Agreement") with Eastern and Southern African Trade and Development Bank ("TDB") to set forth the terms that govern the foreign seasonal lines of credit of each of the African Subsidiary Borrowers with TDB.

The Restated TDB Agreement provides for a lending commitment with respect to the line of credit of the Company’s Malawi subsidiary of $ 80,000 , a lending commitment with respect to the line of credit of the Company’s Tanzania subsidiary of $ 85,000 , and a lending commitment with respect to the line of credit of the Company’s Zambia subsidiary of $ 40,000 , in each case with current borrowing availability reduced by the amount of outstanding loans borrowed under the respective existing line of credit with TDB.

Loans under the Restated TDB Agreement bear interest at LIBOR plus 6 %.

The Restated TDB Agreement terminates on June 30, 2024, unless terminated sooner at TDB’s discretion on June 30, 2022 or June 30, 2023.

The terms of the Restated TDB Agreement may also be modified at TDB’s discretion on those dates.

Borrowings under the Restated TDB Agreement are due upon the termination of the Restated TDB Agreement.

Pursuant to the Restated TDB Agreement, each of the Company and its subsidiaries, Pyxus Parent, Inc., and Pyxus Holdings, guarantee the obligations of the African Subsidiary Borrowers under the Restated TDB Agreement.

In addition, the Restated TDB Agreement provides that obligations of each African Subsidiary Borrower under the Restated TDB Agreement are secured by a first priority pledge of:

• tobacco purchased by that African Subsidiary Borrower that is financed by TDB;

• intercompany receivables arising from the sale of the tobacco financed by TDB;

• customer receivables arising from the sale of the tobacco financed by TDB;

• such African Subsidiary’s local collection account receiving customer payments for purchases of tobacco financed by TDB.

The TDB Facility Agreement also requires Alliance One International, LLC, a subsidiary of the Company, to pledge customer receivables arising from the sale of the tobacco financed by TDB and pledge its collection accounts designated for receiving customer payments for purchases of tobacco financed by TDB.

The TDB Facility Agreement contains affirmative and negative covenants (subject, in each case, to customary and other exceptions and qualifications), including covenants that limit the ability of the African Subsidiaries to, among other things:

• such African Subsidiary Borrower's local collection account receiving customer payments for purchases of tobacco financed by TDB.

The Restated TDB Agreement also requires Alliance One International, LLC, a subsidiary of the Company, to pledge customer receivables arising from the sale of the tobacco financed by TDB and pledge its collection accounts designated for receiving customer payments for purchases of tobacco financed by TDB.

The Restated TDB Agreement contains affirmative and negative covenants (subject, in each case, to customary and other exceptions and qualifications), including covenants that limit the ability of the African Subsidiary Borrowers to, among other things:

• grant liens on assets;

5 unchanged sentences

• effect certain modifications or terminations of customer contracts.

The TDB Facility Agreement contains events of default including, but not limited to, nonpayment of principal or interest, violation of covenants, breaches of representations and warranties, cross-default to other debt, bankruptcy and other insolvency events, invalidity of loan documentation, certain changes of control of the Company and the other loan parties, termination of material licenses and material adverse changes.

The Company’s subsidiary in Tanzania failed to satisfy a loan-to-value ratio requirement during November and December of 2020 under the TDB Facility Agreement.

As a result, TDB was permitted to declare an event of default with respect to the Tanzania subsidiary’s borrowings under its credit facility under the TDB Facility Agreement and demand repayment of that subsidiary’s borrowings, which were approximately $ 50,417 at December 31, 2020.

TDB entered into a First Amendment and Waiver Letter to the TDB Facility Agreement dated December 30, 2020 (the “TDB Waiver”) in which TDB waived the Tanzania subsidiary’s defaults and adjusted the required loan-to-value ratio for the Tanzania subsidiary for each month through June 2021.

The existence of these defaults by the Tanzania subsidiary under the TDB Facility Agreement (the “Tanzania Default”) resulted in defaults and events of default arising under the ABL Credit Facility and the Term Loan Credit Facility, which would have permitted the respective lenders thereunder to demand repayment of the amounts outstanding under the respective facility.

In December 2020, the required lenders under each of the ABL Credit Facility and the Term Loan Credit Facility entered into agreements with the Company waiving the defaults and events of default arising under the respective facility as a result of the Tanzania Default.

In April 2021, the Company discovered that, as a result of certain customer invoice coding errors, its subsidiary in Malawi failed to satisfy a loan-to-value ratio requirement under the TDB Facility Agreement at March 31, 2021 and prior periods.

The subsidiary in Malawi repaid a portion of its borrowings under its credit facility under the TDB Facility Agreement within the time allotted to cure such failure for the March 31, 2021 loan-to-value ratio requirement under the TDB Facility Agreement and, within three business days after the Company’s discovery of the invoicing errors for the prior periods, TDB waived any default that arose therefrom including with respect to any failure of the subsidiary in Malawi to satisfy the loan-to-value ratio requirement.

Except for the failure by the Malawi subsidiary to satisfy a loan-to-value ratio requirement, which failure was waived as described above, at March 31, 2021, the Company and its subsidiaries party to the TDB Facility Agreement were in compliance with all such covenants under the TDB Facility Agreement, as amended by the TDB Waiver, and $ 168,610 was available for borrowing under the TDB Facility Agreement, after reducing availability by the aggregate borrowings under the TDB Facility Agreement of $ 116,390 outstanding on that date.

Foreign Seasonal Lines of Credit

As of March 31, 2021, the Company had $ 2,647 of long-term foreign seasonal lines of credit outstanding.

The Restated TDB Agreement contains events of default including, but not limited to, nonpayment of principal or interest, violation of covenants, breaches of representations and warranties, cross-default to other debt, bankruptcy and other insolvency events, invalidity of loan documentation, certain changes of control of the Company and the other loan parties, termination of material licenses, and material adverse changes.

At March 31, 2022, the Company and its subsidiaries party to the Restated TDB Agreement were in compliance with all such covenants under the Restated TDB Agreement and $ 133,388 was available for borrowing under the Restated TDB Agreement, after reducing availability by the aggregate borrowings under the Restated TDB Agreement of $ 71,612 outstanding on that date.

Securitized Receivables

During the year ended March 31, 2021, the Company sold trade receivables to unaffiliated financial institutions under two accounts receivable securitization facilities, which are subject to annual renewal.

During the year ended March 31, 2022, the Company sold trade receivables to unaffiliated financial institutions under three accounts receivable securitization facilities, which are subject to annual renewal.

Under the first 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 upon the sale and transfer of the receivables from the special purpose entity to the unaffiliated financial institutions, 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.

entity to the unaffiliated financial institutions, 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 March 31, 2022, the investment limit of this facility was $ 125,000 of trade receivables.

3 unchanged sentences

Servicing fees are recorded as a reduction of selling, general, and administrative expenses within the statements of consolidated operations.

Under the first facility, the special purpose entity is provided an option to terminate the facility agreement upon the failure of the Company to maintain a minimum shareholder’s equity balance.

As of December 31, 2019 and March 31, 2020, the

Company did not maintain the minimum shareholder's equity balance, which would have allowed the special purpose entity the option to terminate the facility agreement.

The special purpose entity opted not to terminate the facility agreement and acceptance of receivables continued under the facility.

The Company and the special purpose entity have executed a waiver and an amendment to the facility agreement with effective dates of December 31, 2019 and March 31, 2020, respectively, which resolved the Company's failure to maintain a minimum shareholders' equity balance.

For 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.

For the second and third facilities, 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.

Under both facilities, the Company does not receive servicing fee from the unaffiliated financial institution and as a result, has established a servicing liability based upon unobservable inputs, primarily discounted cash flow.

Under the second facility, the Company does not receive a servicing fee from the unaffiliated financial institution and as a result, has established a servicing liability based upon unobservable inputs, primarily discounted cash flow.

As of March 31, 2022, the investment limit under the second facility was $ 80,000 of trade receivables.

As servicer of both facilities, the Company may receive funds that are due to the unaffiliated financial institutions which are net settled on the next settlement date.

As of March 31, 2022, the investment limit under the third facility was variable based on qualifying sales.

As servicer of the first and second facilities, the Company may receive funds that are due to the unaffiliated financial institutions which are net settled on the next settlement date.

As of March 31, 2022 and 2021, trade receivables, net in the consolidated balance sheets has been reduced by $ 1,872 and $ 3,651 as a result of the net settlement, respectively.

1 unchanged sentence

Fair Value Measurements " for additional information.

The second facility does not contain restrictive covenants.

The following summarizes the Company’s accounts receivable securitization information as of March 31:

Successor Predecessor

The second and third facilities do not contain restrictive covenants.

The following summarizes the Company’s accounts receivable securitization information:

March 31, 2022 March 31, 2021

1 unchanged sentence

Beneficial interest $ 28,072 $ 19,370

Servicing liability $ 14 $ 43

Successor Predecessor

Seven months ended March 31, 2021 Five months ended

August 31, 2020 Year ended

March 31, 2020

Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020

Cash proceeds for the period ended:

1 unchanged sentence

Deferred purchase price 189,440 94,062 74,328

Service fees 253 218 455

Total $ 352,297 $ 226,363 $ 764,970

Costs incurred under the first facility $ 524 $ 888 $ 1,010

In certain markets, the Company guarantees bank loans to suppliers to finance their crops.

The Company also guarantees bank loans of certain unconsolidated subsidiaries and a lease obligation for a former equity method investment.

The following summarizes amounts guaranteed and the fair value of those guarantees:

Successor Predecessor

March 31, 2022 March 31, 2021

6 unchanged sentences

Derivative Financial Instruments

As of March 31, 2021 and 2020, accumulated other comprehensive loss includes $ 2,625 and $ 531 , net of tax of $ 0 and $ 0 , for unrealized losses related to designated cash flow hedges, respectively.

The Company recorded losses of $ 122 and $ 164 in its cost of goods and services sold for the seven months ended March 31, 2021 and the five months ended August 31, 2020,

respectively.

The Company recorded losses of $ 3,331 , and $ 1,899 in its cost of goods and services sold for the years ended March 31, 2020 and 2019, respectively.

The Company recorded current derivative assets of $ 917 and $ 0 as of March 31, 2021 and 2020, respectively.

Dollar notional amount of derivative contracts outstanding as of March 31, 2021 was $ 34,472 .

The Company uses forward or option currency contracts to manage risks associated with foreign currency exchange rates on foreign operations.

These contracts are for green tobacco purchases, processing costs, and selling, general, and administrative expenses.

The Company recorded a net gain of $( 2,482 ) from its derivative financial instruments in cost of goods and services sold for the year ended March 31, 2022.

The Company recorded losses of $ 122 and $ 164 from its derivative financial instruments in cost of goods and services sold for the seven months ended March 31, 2021, and the five months ended August 31, 2020, respectively.

The Company recorded a loss of $ 3,331 from its derivative financial instruments in cost of goods and services sold for the year ended March 31, 2020.

As of March 31, 2022 and 2021, accumulated other comprehensive income (loss) includes $ 8,975 and $( 2,625 ), respectively, net of $( 3,025 ) and $ 0 of tax, respectively, for net unrealized gains and (losses) related to designated cash flow hedges.

As of March 31, 2022 and 2021, the Company recorded current derivative assets of $ 9,867 and $ 917 , respectively.

Dollar notional amount of derivative contracts outstanding as of March 31, 2022 and 2021 w as $ 61,690 and $ 34,472 , respec tively.

Fair Value Measurements

7 unchanged sentences

The following summarizes assets and liabilities measured at fair value on a recurring basis:

Successor Predecessor

March 31, 2022 March 31, 2021

36 unchanged sentences

Settlements ( 81,038 ) ( 100 ) ( 2,192 )

Losses recognized in earnings ( 4,625 ) — ( 103 )

Ending balance at March 31, 2020 (Predecessor) 27,021 848 2,791

Sales of receivables/issuance of guarantees 66,821 — 667

Settlements ( 81,038 ) ( 100 ) ( 2,192 )

Additions — 3,144 —

6 unchanged sentences

(Losses) / gains recognized in earnings ( 2,098 ) — 3

Beginning balance March 31, 2021 (Successor) $ 19,370 $ 3,162 $ 1,740

Sales of receivables/issuance of guarantees 205,517 — 3,151

Settlements ( 192,141 ) ( 2,918 ) ( 1,749 )

Additions — 2 —

Losses recognized in earnings ( 4,674 ) — ( 186 )

Ending balance at March 31, 2022 (Successor) $ 28,072 $ 246 $ 2,956

The amount of total losses included in earnings for the five months ended August 31, 2020, seven months ended March 31, 2021, and twelve months ended March 31, 2020 attributable to the change in unrealized losses relating to assets still held at the respective dates was $ 263 , $ 233 , and $ 951 on securitized beneficial interests.

Gains and losses included in earnings are reported in other income (expense), net.

The amount of total losses included in earnings for the year ended March 31, 2022, seven months ended March 31, 2021, and five months ended August 31, 2020, are attributable to the change in unrealized losses relating to assets still held at the respective dates was $ 1,148 , $ 233 , and $ 263 on securitized beneficial interests.

Gains and losses included in earnings are reported in other (expense) income, net.

Information about Fair Value Measurements Using Significant Unobservable Inputs

4 unchanged sentences

Tobacco Supplier Guarantees $ 2,956 Historical Loss Historical Loss 0.6 % to 44.6 %

Long-Term Debt $ 3,162 Discounted Future Payments Treasury Notes Rate 0.94 % to 1.58 %

Long-Term Debt $ 246 Discounted Future Payments Treasury Notes Rate 2.5 %

Borrowing Rate 7.0 % to 10.5 %

3 unchanged sentences

Tobacco Supplier Guarantees $ 1,740 Historical Loss Historical Loss 0.1 % to 45.2 %

255 Discounted Cash Flow Market Interest Rate 15.00 % to 75.80 %

Long-Term Debt $ 3,162 Discounted Future Payments Treasury Notes Rate 0.9 % to 1.6 %

Borrowing Rate 7.0 % to 10.7 %

Pension and Other Postretirement Benefits

On November 19, 2021, the Compensation Committee of the Company's Board of Directors approved a resolution to terminate the Company's U.S.

defined benefit pension plan ("U.S.

Pension Plan").

Termination of the U.S.

Pension Plan is a twelve -to-eighteen month process.

The Company will settle benefits directly with vested participants electing a lump sum payout and purchase a group annuity contract to administer future payments to the remaining U.S.

Pension Plan participants.

Based on the estimated value of assets held in the U.S.

Pension Plan, the Company estimates that a cash contribution of between $ 3,000 and $ 5,000 will be required to fully fund the U.S.

Pension Plan's liabilities upon termination.

In addition, the Company expects to record a pension settlement charge at plan termination, which includes the reclassification of unrecognized pension gains and losses within accumulated other comprehensive income (loss) to other (expense) income, net within the Company's consolidated statements of operations.

The Company does not have an estimate for this future settlement charge.

The amount of unrecognized pension gains within accumulated other comprehensive income (loss) related to the U.S.

Pension Plan is approximately $ 5,401 at March 31, 2022.

Defined Benefit Plans

The following summarizes benefit obligations, plan assets, and funded status for the defined benefit pension plans:

Successor Predecessor Successor Predecessor Successor Predecessor

Plans Non-U.S.

Seven months ended March 31, 2021 Five months ended August 31, 2020 Seven months ended March 31, 2021 Five months ended August 31, 2020 Seven months ended March 31, 2021 Five months ended August 31, 2020

Year Ended March 31, 2022

Benefit obligation, beginning $ 76,223 $ 66,433 $ 142,656

1 unchanged sentence

Interest cost 1,467 1,187 2,654

Plan amendments — — ( 62 ) — ( 62 ) —

Actuarial losses (gains) ( 2,428 ) 6,863 3,270 3,250 842 10,113

Settlements/special termination benefits ( 6,080 ) ( 161 ) ( 428 ) — ( 6,508 ) ( 161 )

Actuarial gains ( 2,948 ) ( 3,669 ) ( 6,617 )

Plan settlements ( 7,600 ) ( 114 ) ( 7,714 )

Effects of currency translation — ( 1,971 ) ( 1,971 )

9 unchanged sentences

Funded status of the plan $ ( 42,985 ) $ 7,870 $ ( 35,115 )

Successor Predecessor Successor Predecessor Successor Predecessor

Plans Non-U.S.

Year Ended March 31, 2020

Benefit obligation, beginning $ 86,605 $ 80,996 $ 63,730 $ 59,191 $ 150,335 $ 140,187

1 unchanged sentence

Interest cost 803 968 758 627 1,561 1,595

Actuarial losses (gains) 3,740 ( 3,946 ) ( 206 )

Settlements/special termination benefits ( 2,574 ) — ( 2,574 )

Plan amendments — — ( 62 ) — ( 62 ) —

Actuarial (gains) losses ( 2,428 ) 6,863 3,270 3,250 842 10,113

Plan settlements ( 6,080 ) ( 161 ) ( 428 ) — ( 6,508 ) ( 161 )

Effects of currency translation — — 859 2,787 859 2,787

10 unchanged sentences

The following summarizes amounts reported in the consolidated balance sheets for the defined benefit pension plans:

Successor Predecessor Successor Predecessor

Plans Non-U.S.

5 unchanged sentences

The following summarizes pension obligations for the defined benefit pension plans:

Successor Predecessor Successor Predecessor

Plans Non-U.S.

March 31, 2021 March 31, 2020 March 31, 2021 (1)

March 31, 2020

March 31, 2022 March 31, 2021 March 31, 2022 March 31, 2021

Information for pension plans with accumulated benefit obligation in excess of plan assets:

3 unchanged sentences

(1) Certain of the Company's non-U.S.

defined benefit pension plans in Europe were over funded as of March 31, 2021.

These plans were under funded as of March 31, 2020.

The following summarizes the net periodic pension cost (benefit) for the defined benefit pension plans:

Successor Predecessor Successor Predecessor

Plans Non-U.S.

Seven months ended March 31, 2021 Five months ended August 31, 2020 Seven months ended March 31, 2021 Five months ended August 31, 2020

Service cost $ 131 $ 94 $ 118 $ 82

Interest cost 803 968 758 627

Expected return on plan assets ( 933 ) ( 621 ) ( 720 ) ( 613 )

Amortization of actuarial losses — 504 — 363

Amortization of prior service cost — 17 — 1

Settlement charges ( 46 ) — 84 —

Net periodic pension cost (benefit) $ ( 45 ) $ 962 $ 240 $ 460

Plans Non-U.S.

March 31, 2020 Year ended

March 31, 2019 Year ended

March 31, 2020 Year ended

March 31, 2019

Service cost $ 250 $ 250 $ 211 $ 206

Interest cost 2,562 3,028 1,420 1,527

Expected return on plan assets ( 1,990 ) ( 2,265 ) ( 2,415 ) ( 2,667 )

Amortization of actuarial losses 964 934 901 741

Amortization of prior service cost 40 40 2 2

Special termination benefits — — — 28

Settlement charges 812 1,206 — ( 75 )

Net periodic pension cost (benefit) $ 2,638 $ 3,193 $ 119 $ ( 238 )

The following summarizes activity in accumulated other comprehen sive loss for the defined benefit pension plans:

defined benefit pension plans in Europe were over funded as of March 31, 2022 and 2021.

The following summarizes activity in accumulated other comprehen sive loss for the defined benefit plans:

Post-retirement Total

Prior service credit (cost) ( 358 ) 864 506

Prior service credit $ 62 $ — $ 62

Net actuarial (losses) gains ( 752 ) 635 ( 117 )

Impact of adoption of ASU 2018-02 ( 2,931 ) — ( 2,931 )

Deferred taxes 703 ( 107 ) 596

Balance at March 31, 2021 $ 13 $ 528 $ 541

Prior service credit (cost) 420 ( 864 ) ( 444 )

Net actuarial (losses) gains 40,584 4,590 45,174

Impact of adoption of ASU 2018-02 2,931 — 2,931

Prior service cost ( 6 ) — ( 6 )

Net actuarial gains 5,397 748 6,145

Deferred taxes ( 244 ) ( 108 ) ( 352 )

Total change for 2022 $ 5,147 $ 640 $ 5,787

Prior service credit (cost) 62 — 62

Net actuarial (losses) gains ( 752 ) 635 ( 117 )

Prior service credit 56 — 56

Net actuarial gains 4,645 1,383 6,028

Deferred taxes 459 ( 215 ) 244

1 unchanged sentence

The following assumptions were used to determine the expense for the pension, postretirement, other post-employment, and employee savings plans:

Successor Predecessor Successor Predecessor

Plans Non-U.S.

5 unchanged sentences

The following weighted average assumptions were used to determine the benefit obligations for the pension plans:

Successor Predecessor Successor Predecessor

Plans Non-U.S.

4 unchanged sentences

The following summarizes asset allocations and the percentage of the fair value of plan assets by asset category:

Successor Successor Predecessor

Target Allocations U.S.

6 unchanged sentences

Total 100.0 % 100.0 % 100.0 %

Successor Successor Predecessor

Target Allocations Non-U.S.

10 unchanged sentences

Cash and cash equivalents $ 1,234 $ 780 $ 454 $ —

equities / equity funds 6,994 6,994 — —

International equities / equity funds 3,149 3,149 — —

fixed income funds 14,840 14,840 — —

International fixed income funds 1,168 1,168 — —

Other investments:

Diversified funds 119 119 — —

8 unchanged sentences

International fixed income funds 713 713 — —

Other investments:

Diversified funds 7,882 7,882 — —

10 unchanged sentences

Global fixed income funds 4,371 4,371 — —

Other investments:

Diversified funds 3,003 — 3,003 —

Real estate and other (1)

9 unchanged sentences

Global fixed income funds 4,838 4,838 — —

Other investments:

Diversified funds 3,003 — 3,003 —

3 unchanged sentences

The following summarizes the plan assets recognized and measured at fair value using the net asset value and the inputs used to determine the fair value:

Successor Predecessor

March 31, 2022 March 31, 2021

5 unchanged sentences

Plans Non-U.S.

March 31, 2022

Benefit obligation, beginning $ 4,458 $ 1,441 $ 5,899

2 unchanged sentences

Effect of currency translation — 250 250

Actuarial (gains) losses ( 330 ) 435 ( 317 ) — ( 647 ) 435

Actuarial gains ( 425 ) ( 251 ) ( 676 )

Benefits paid ( 159 ) ( 96 ) ( 255 )

6 unchanged sentences

Plans Non-U.S.

March 31, 2022

Accrued current benefit liability recorded in accrued expenses and other current liabilities $ ( 310 ) $ ( 118 ) $ ( 428 )

1 unchanged sentence

Funded status of the plan $ ( 3,977 ) $ ( 1,454 ) $ ( 5,431 )

Successor Predecessor Successor Predecessor Successor Predecessor

Plans Non-U.S.

March 31, 2020

Benefit obligation, beginning $ 4,796 $ 4,450 $ 1,772 $ 1,856 $ 6,568 $ 6,306

10 unchanged sentences

Funded status of the plan $ ( 4,458 ) $ ( 4,796 ) $ ( 1,441 ) $ ( 1,772 ) $ ( 5,899 ) $ ( 6,568 )

Successor Predecessor Successor Predecessor Successor Predecessor

Plans Non-U.S.

March 31, 2020

Accrued current benefit liability recorded in accrued expenses and other current liabilities $ ( 306 ) $ ( 195 ) $ ( 106 ) $ ( 74 ) $ ( 412 ) $ ( 269 )

1 unchanged sentence

Funded status of the plan $ ( 4,458 ) $ ( 4,796 ) $ ( 1,441 ) $ ( 1,772 ) $ ( 5,899 ) $ ( 6,568 )

The following summarizes net periodic benefit costs for the postretirement health and life insurance benefits plans:

Successor Predecessor Successor Predecessor

The following assumptions were used to determine postretirement benefit obligations:

March 31, 2022 March 31, 2021

Plans Non-U.S.

Seven months ended March 31, 2021 Five months ended August 31, 2020 Seven months ended March 31, 2021 Five months ended August 31, 2020

Service cost $ 4 $ 3 $ — $ —

Interest cost 50 55 79 59

Prior service credit — ( 291 ) — ( 3 )

Actuarial losses — 138 — 19

Net periodic benefit costs (income) $ 54 $ ( 95 ) $ 79 $ 75

Plans Non-U.S.

March 31, 2020 March 31, 2019 March 31, 2020 March 31, 2019

Service cost $ 7 $ 7 $ — $ 7

Interest cost $ 151 $ 154 $ 161 $ 151

Prior service credit $ ( 699 ) $ ( 699 ) $ ( 9 ) $ ( 10 )

Actuarial losses $ 385 $ 402 $ 49 $ 31

Net periodic benefit costs (income) $ ( 156 ) $ ( 136 ) $ 201 $ 179

The following assumptions were used to determine non-U.S.

Plan postretirement benefit obligations:

Successor Predecessor

March 31, 2021 March 31, 2020

Discount rate 3.75 % 9.50 % 2.99 % 7.17 %

Health care cost trend rate assumed for next year 5.62 % 7.90 % 5.50 % 6.92 %

Ultimate trend rate 6.92 % 7.07 %

The Company expects to contribute the following to its benefit plans:

1 unchanged sentence

Plans Non-U.S.

Fiscal Year 2023 $ 3,000 $ 1,478 $ — $ 117

1 unchanged sentence

Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended March 31, 2020

Fiscal Year 2021 2,803 2,002 Not Applicable

Fiscal Year 2020 Not Applicable Not Applicable 4,747

Year ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020

Fiscal Year 2022 $ 4,589 Not Applicable Not Applicable

Fiscal Year 2021 Not Applicable $ 2,803 $ 2,002

Fiscal Year 2020 Not Applicable Not Applicable Not Applicable

The following summarizes the expected benefit payments to be paid in future years, as of March 31, 2022:

7 unchanged sentences

2027 4,782 3,374 279 135

Years 2026-2029 24,431 16,675 1,349 613

Thereafter 22,057 18,744 1,298 737

Contingencies and Other Information

1 unchanged sentence

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.

The assessment for intrastate trade tax credits taken is $ 2,312 and the total assessment including penalties and interest at March 31, 2021 is $ 8,330 .

At March 31, 2022, the assessment for intrastate trade tax credits taken is $ 2,780 and the total assessment including penalties and interest is $ 10,264 .

On March 18, 2014, the government in Brazilian State of Santa Catarina also issued a tax assessment with respect to local intrastate trade tax credits that result primarily from tobacco transferred between states within Brazil.

The assessment for intrastate trade tax credits taken is $ 2,000 and the total assessment including penalties and interest at March 31, 2021 is $ 5,404 .

At March 31, 2022, the assessment for intrastate trade tax credits taken is $ 2,405 and the total assessment including penalties and interest is $ 6,629 .

The Company believes it has properly complied with Brazilian law and will contest any assessment through the judicial process.

5 unchanged sentences

The intrastate trade tax credits are monitored for impairment in future periods based on market conditions and the Company’s ability to use or sell the tax credits.

In 1969, the Brazilian government created a tax credit program that allowed companies to earn IPI tax credits (“IPI credits”) based on the value of their exports.

The government began to phase out this program in 1979, which resulted in numerous lawsuits between taxpayers and the Brazilian government.

The Company has a long legal history with respect to credits it earned while the IPI credit program was in effect.

In 2001, the Company won a claim related to certain IPI credits it earned as of 1983.

Because of this favorable ruling, the Company began to use these earned IPI credits to offset federal taxes in 2004 and 2005, until it received a Judicial Order to suspend the IPI offsetting in 2005, due to a decision provided in an annulment lawsuit filed by the Brazilian Government.

On March 7, 2013 such a lawsuit was ruled by the Brazil Federal Supreme Court, which confirmed (without the government's ability to appeal) that the Company was entitled to the IPI credits, however, limited to the period from 1983 to 1990.

The value of the Brazil federal taxes offset in 2004 and 2005 was $ 24,142 and the Company established a reserve on these credits at the time of offsetting as they were not yet realizable due to the legal uncertainty that existed.

Specifically, the Company extinguished other Brazil federal tax liabilities using IPI credits and recorded a liability to reflect that the credits were not realizable at that time due to the prevalent legal uncertainty.

Accordingly, at March 31, 2013, the Company recorded the $ 24,142 IPI credits it realized in the Statements of Consolidated Operations in Other Income.

In April 2006, the Brazilian Internal Revenue Service (“Brazilian IRS”) challenged the Company's valuation and application of the $ 24,142 IPI credits in the Company's tax filing during 2005.

Numerous rulings and appeals were rendered on behalf of both the Brazilian IRS and the Company from 2006 through 2020.

During the three months ended March 31, 2021, a final ruling was issued in favor of the Brazilian IRS.

As a result, the Company recorded $ 12,666 of losses associated with this matter.

Other Matters

Certain of the Company’s 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, the Company is vigorously defending them and does not currently expect that any of them will have a material adverse effect on its business or financial position.

In addition to the above-mentioned matters, certain of the Company’s 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.

Asset Retirement Obligations

The Company has identified an asset retirement obligation (“ARO”) associated with one of its facilities that requires it to restore the land to its initial condition upon vacating the facility.

The Company identified an asset retirement obligation ("ARO") associated with one of its facilities that requires it to restore the land to its initial condition upon vacating the facility.

The Company has not recognized a liability under generally accepted accounting principles for this ARO because the fair value of restoring the land at this site cannot be reasonably estimated since the settlement date is unknown at this time.

2 unchanged sentences

Other Comprehensive (Loss) Income

The following summarizes changes in each component of accumulated other comprehensive loss, net of tax, attributable to the Company:

Currency Translation Adjustment Pensions, Net of Tax Derivatives, Net of Tax Accumulated Other Comprehensive Loss

Balances at March 31, 2018 (Predecessor) $ ( 12,682 ) $ ( 32,580 ) $ — $ ( 45,262 )

Other comprehensive (loss) income before reclassifications ( 9,297 ) 4,145 ( 4,513 ) ( 9,665 )

Impact of adoption of ASU 2018-02 — ( 2,931 ) — ( 2,931 )

Amounts reclassified to net loss, net of tax — ( 5,383 ) 1,899 ( 3,484 )

Other comprehensive loss, net of tax ( 9,297 ) ( 4,169 ) ( 2,614 ) ( 16,080 )

The following summarizes changes in each component of accumulated other comprehensive income (loss), net of tax, attributable to the Company:

Currency Translation Adjustment Pensions, Net of Tax Derivatives, Net of Tax Accumulated Other Comprehensive Income (Loss)

Balances at March 31, 2019 (Predecessor) $ ( 21,979 ) $ ( 36,749 ) $ ( 2,614 ) $ ( 61,342 )

1 unchanged sentence

Amounts reclassified to net loss, net of tax — 2,420 3,331 5,751

Other comprehensive loss, net of tax ( 530 ) ( 405 ) 3,145 2,210

Other comprehensive (loss) income, net of tax ( 530 ) ( 405 ) 3,145 2,210

Balances at March 31, 2020 (Predecessor) $ ( 22,509 ) $ ( 37,154 ) $ 531 $ ( 59,132 )

9 unchanged sentences

Balances at March 31, 2021 (Successor) $ ( 4,649 ) $ 541 $ ( 2,625 ) $ ( 6,733 )

The following summarizes amounts by component, reclassified from accumulated other comprehensive loss to net (loss) income:

Other comprehensive (loss) income before reclassifications ( 4,224 ) 6,209 10,419 12,404

Amounts reclassified to net loss, net of tax — ( 422 ) ( 1,445 ) ( 1,867 )

Other comprehensive (loss) income, net of tax ( 4,224 ) 5,787 8,974 10,537

Balances at March 31, 2022 (Successor) $ ( 8,873 ) $ 6,328 $ 6,349 $ 3,804

The following summarizes amounts by component, reclassified from accumulated other comprehensive income (loss) to net (loss) income:

Successor Predecessor Affected Line Item in the Consolidated

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020 Year ended

Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020 Statements of Operations

Pension and postretirement plans (1) :

Actuarial loss $ 39 $ 899 $ 3,111 $ 3,238 Interest expense

Actuarial (gain) loss $ ( 412 ) $ 39 $ 899 $ 3,111 Interest expense

Amortization of prior service cost (credit) ( 6 ) — ( 165 ) ( 666 ) Interest expense

Deferred income tax benefit — — — ( 7,607 )

Amounts reclassified from accumulated other comprehensive income (loss) to net income (loss), gross 39 734 2,445 ( 5,035 )

Tax effects of amounts reclassified from accumulated other comprehensive loss to net income ( 21 ) — ( 25 ) ( 348 )

Amounts reclassified from accumulated other comprehensive loss to net income, net $ 18 $ 734 $ 2,420 $ ( 5,383 )

Amounts reclassified from equity to the income statement, gross ( 418 ) 39 734 2,445

Tax effects of amounts reclassified from accumulated other comprehensive income (loss) to net (loss) income ( 4 ) ( 21 ) — ( 25 )

Amounts reclassified from equity to the income statement, net $ ( 422 ) $ 18 $ 734 $ 2,420

(1) Amounts are included in net periodic benefit costs for pension and postretirement plans.

Successor Predecessor Affected Line Item in the Consolidated

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020 Year ended

Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020 Statements of Operations

Losses reclassified to cost of goods sold 122 $ 164 $ 3,331 $ 1,899

Amounts reclassified from accumulated other comprehensive loss to net income, gross 122 164 3,331 1,899 Cost of goods and services sold

Tax effects of amounts reclassified from accumulated other comprehensive loss to net income — ( 694 ) — ( 399 )

Amounts reclassified from accumulated other comprehensive loss to net income, net 122 $ ( 530 ) $ 3,331 $ 1,500

(Gain) loss reclassified to cost of goods sold $ ( 2,672 ) $ 122 $ 164 $ 3,331

Amounts reclassified from equity to the income statement, gross ( 2,672 ) 122 164 3,331 Cost of goods and services sold

Tax effects of amounts reclassified from accumulated other comprehensive income (loss) to net (loss) income 1,227 — ( 694 ) —

Amounts reclassified from equity to the income statement, net $ ( 1,445 ) $ 122 $ ( 530 ) $ 3,331

Stock–Based Compensation

Pursuant to the Confirmation Order and the Plan, at the effectiveness of the Plan on the Effective Date, all outstanding rights to acquire the common stock of Old Pyxus, including awards under its stock compensation plans, were cancelled.

On November 18, 2020, the Board of Directors of the Company adopted the Pyxus International, Inc.

2020 Incentive Plan (the "Incentive Plan"), which was approved at the 2021 annual meeting of shareholders on August 19, 2021.

The Incentive Plan permits the grant of options, stock appreciation rights (or SARs), stock awards, stock unit awards, performance share awards, and incentive awards.

The number of shares of the Company’s common stock eligible to be issued under the Incentive Plan is 2,200,000 shares.

The awards outstanding at March 31, 2022 under the Incentive Plan, all of which were awarded in the year ended March 31, 2022 are restricted stock units for an aggregate of 717 shares that become eligible for vesting, subject to continued employment in equal annual increments generally on March 31, 2022, March 31, 2023, and March 31, 2024, performance-based restricted stock units for an aggregate of 1,076 shares at the target performance level and stock units awarded to non-employee directors for an aggregate of 69 shares.

The performance-based restricted stock units provide for the issuance of shares based of satisfaction of performance criteria over a three-year measurement period ending March 31, 2024, subject to continued employment, with payouts at 50 % of the target level upon satisfaction of threshold performance levels, 100 % of the target level upon satisfaction of target performance levels and 150 % of the target level upon performance equaling or exceeding the maximum performance levels, with payouts interpolated for performance between these levels.

Each of such time-vesting and performance-based restricted stock units is subject to an additional condition to vesting that the Company’s common stock be listed for trading on a national securities exchange or an approved foreign securities exchange by a specified date.

As of March 31, 2022, the vesting requirements for these awards were not probable to occur under U.S.

GAAP and, accordingly, no stock-based compensation expense was recognized in the year ended March 31, 2022.

Related Party Transactions

The following summarizes sales and purchases with related parties:

The Company engages in transactions with its equity method investees primarily for the procuring and processing of inventory.

The following summarizes sales and purchases transactions with related parties:

Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020 Year ended

Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020

1 unchanged sentence

Purchases 135,261 83,716 38,655 120,084

The Company’s accounts receivable, notes receivable, and accounts payable with related parties, as presented in the consolidated balance sheets, relate to transactions with equity method investees and the deconsolidated Canadian Cannabis Subsidiaries.

Accrued expenses and other current liabilities as presented in the consolidated balance sheets as of March 31, 2021 includes $ 2,309 of interest payable to the Glen don Investor and the Monarch Investor.

Interest expense as presented in the consolidated statements of operations includes $ 12,752 for the seven months ended March 31, 2021 that relates to the Glendon Investor and the Monarch Investor.

Refer to "Note 3.

Emergence from Voluntary Reorganization Under Chapter 11" for additional information.

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

March 31, 2022 March 31, 2021 Location in the Consolidated Balance Sheets

Accounts receivable, related parties $ 1,896 $ 3,585 Other receivables

Notes receivable, related parties 1,431 11,890 Other receivables

Long-term notes receivable, related parties — 21 Other non-current assets

Accounts payable, related parties 41,747 22,376 Accounts payable

Advances from related parties 15,240 — Advances from customers

Transactions with the Glendon Investor, the Monarch Investor, and Other Beneficial Owners of 5% Stock

On August 24, 2020, the Company entered into an Exit Term Loan Credit Agreement and issued Senior Secured First Lien Notes with certain lenders, including the Glendon Investor and the Monarch Investor (see " Note 3.

Emergence from Voluntary Reorganization under Chapter 11 " and " Note 30.

Subsequent Events " for additional information).

On April 23, 2021, the Company and certain of its subsidiaries with certain funds managed by the Glendon Investor and the Monarch Investor, as lenders, and related matters entered into a $ 120,000 delayed-draw credit facility agreement.

After that date, a fund managed by Owl Creek Asset Management, L.P.

became a lender under the DDTL Facility.

See " Note 19.

Debt Arrangements " for additional information.

On December 30, 2021, the Company repaid $ 15,375 of the DDTL facility.

Accrued expenses and other current liabilities as presented in the consolidated balance sheets as of March 31, 2022 and 2021, includes $ 3,984 and $ 2,309 , respectively, of interest payable to the Glen don Investor, the Monarch Investor, and funds managed by Owl Creek Asset Management, L.P.

Interest expense as presented in the consolidated statements of operations includes $ 32,579 for the year ended March 31, 2022, and $ 12,752 for the seven months ended March 31, 2021 that relates to the Glendon Investor and the Monarch Investor.

Transactions with the Deconsolidated Canadian Cannabis Subsidiaries

2 unchanged sentences

These payments also funded fees and expenses paid to the DIP Lender, professional fees and expenses incurred by the Canadian Cannabis Subsidiaries and the Monitor in respect of the CCAA Proceeding, and such other costs and expenses of the Canadian Cannabis Subsidiaries as agreed to by the DIP Lender.

As of March 31, 2021, the outstanding DIP loan balance was $ 5,790 and is included in notes receivable, related parties within the consolidated balance sheets.

As of March 31, 2021, accounts receivable, related parties as presented in the consolidated balance sheets includes $ 59 receivable from the Canadian Cannabis Subsidiaries, which represents interest receivable associated with the DIP loan.

For the year-ended March 31, 2021, the Canadian Cannabis Subsidiaries have incurred $ 59 in interest expense associated with the DIP financing, which is considered income to the Company and is recorded in interest income within the consolidated statements of operations.

As of March 31, 2021, the fair value of the related party note receivable retained by the Company from the Canadian Cannabis Subsidiaries was $ 6,100 .

Refer to "Note 5.

CCAA Proceeding and Deconsolidation of Subsidiaries" for additional information.

DDTL Facility

Refer to " Note 30.

Subsequent Events " for additional information related to the $ 120,000 delayed-draw credit facility agreement entered into on April 23, 2021 by the Company and certain of its subsidiaries with certain funds managed by Glendon Capital Management LP and Monarch Alternative Capital LP, as lenders, and related matters.

As of March 31, 2022 and 2021, the outstanding loan balance under the Canadian DIP Facility was $ 0 and $ 5,790 , respectively, and is included in other receivables within the consolidated balance sheets.

On July 8, 2021, the loans under the Canadian DIP Facility were fully repaid to the DIP Lender.

As of March 31, 2022, the Company's adjusted related party note receivable was $ 1,431 , which resulted in a $ 4,537 loss in the year ended March 31, 2022 included in loss on deconsolidation/disposition of subsidiaries recorded within the consolidated statements of operations.

See " Note 30.

Subsequent Events " for additional information.

Segment Information

The following summarizes segment information:

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

Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020 Year ended

Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020

Sales and other operating revenues:

Leaf - North America $ 137,195 $ 57,734 $ 224,707 $ 285,718

Leaf - Other Regions 727,251 380,497 1,282,616 1,499,839

Other Products and Services 19,882 9,369 19,938 16,036

Total sales and other operating revenues $ 884,328 $ 447,600 $ 1,527,261 $ 1,801,593

Operating (loss) income:

Leaf - North America $ 8,341 $ 376 $ 8,008 $ 10,113

Leaf - Other Regions 28,736 ( 1,028 ) 69,149 112,180

Other Products and Services ( 53,125 ) ( 43,305 ) ( 88,766 ) ( 35,039 )

Total operating (loss) income $ ( 16,048 ) $ ( 43,957 ) $ ( 11,609 ) $ 87,254

Leaf $ 1,627,238 $ 864,446 $ 438,231 $ 1,507,323

All Other 12,624 19,882 9,369 19,938

Consolidated sales and other operating revenues $ 1,639,862 $ 884,328 $ 447,600 $ 1,527,261

Segment operating income (loss):

Leaf $ 106,159 $ 43,667 $ ( 111 ) $ 98,986

All Other ( 24,225 ) ( 46,816 ) ( 43,280 ) ( 71,190 )

Segment operating income (loss) 81,934 ( 3,149 ) ( 43,391 ) 27,796

Restructuring and asset impairment charges 8,031 11,817 566 5,646

Goodwill impairment 32,186 1,082 — 33,759

Consolidated operating income (loss) $ 41,717 $ ( 16,048 ) $ ( 43,957 ) $ ( 11,609 )

March 31, 2022

Leaf - North America Leaf - Other Regions Other Products and Services Total

Leaf All Other Total

Segment assets $ 1,641,552 $ 56,975 $ 1,698,527

Trade and other receivables, net 255,756 1,105 256,861

Goodwill 3,708 26,513 6,632 36,853

Equity in net assets of investee companies 88,118 6,785 94,903

Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020

Leaf - North America Leaf - Other Regions Other Products and Services Leaf - North America Leaf - Other Regions Other Products and Services

Depreciation and amortization 14,763 1,913 16,676

1 unchanged sentence

March 31, 2021

Leaf - North America Leaf - Other Regions Other Products and Services Total

Leaf All Other Total

Segment assets $ 1,452,258 $ 87,204 $ 1,539,462

Trade and other receivables, net 187,577 780 188,357

Goodwill 30,221 6,632 36,853

Equity in net assets of investee companies 89,569 6,795 96,364

Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020

Leaf All Other Leaf All Other

Depreciation and amortization $ 8,405 $ 3,434 $ 13,197 $ 3,383

1 unchanged sentence

March 31, 2020

Leaf - North America Leaf - Other Regions Other Products and Services Total

Leaf All Other Total

Segment assets $ 1,550,570 $ 212,493 $ 1,763,063

Trade and other receivables, net 236,054 3,685 239,739

Goodwill 2,795 13,669 17,872 34,336

Equity in net assets of investee companies 56,456 11,075 67,531

3 unchanged sentences

Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020 Year ended

Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020

Sales and Other Operating Revenues:

United States $ 144,618 $ 56,073 $ 213,036 $ 246,828

China $ 280,945 $ 79,739 $ 18,675 $ 180,907

United States 209,953 144,618 56,073 213,036

Indonesia 110,009 68,924 29,819 119,604

1 unchanged sentence

United Arab Emirates 82,070 42,830 22,954 100,375

Russia 57,808 40,762 18,312 56,431

Northern Africa 52,539 30,209 4,231 39,311

4 unchanged sentences

Successor Predecessor

Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020 Year ended

Year Ended March 31, 2022 Seven months ended March 31, 2021 Five months ended August 31, 2020 Year ended

March 31, 2020

2 unchanged sentences

China Tobacco International Inc.

Imperial Brands, PLC x

British American Tobacco x

The following summarizes geographic property, plant, and equipment by location:

Successor Predecessor

March 31, 2022 March 31, 2021 March 31, 2020

Property, Plant, and Equipment, Net:

Canada $ 133 $ 66,823 $ 40,027

Malawi $ 30,961 $ 29,611 $ 23,413

Brazil 28,707 28,117 66,211

Other 23,552 22,879 24,422

Zimbabwe 22,217 21,976 49,814

United States 21,960 27,938 47,023

Malawi 29,611 23,413 21,948

Tanzania 9,953 9,483 18,290

Other 22,879 24,422 27,323

Total $ 140,137 $ 295,996 $ 276,396

Canada 171 133 66,823

$ 137,521 $ 140,137 $ 295,996

(1) Total property, plant, and equipment, net was lower as of March 31, 2021 compared to March 31, 2020 due to a $ 125,820 reduction from the effects of fresh start reporting, and a reduction of $ 40,008 due to the deconsolidation of the Canadian Cannabis Subsidiaries.

Subsequent Events

DDTL Facility

On April 23, 2021, Intabex entered into the DDTL Facility Credit Agreement, dated as of April 23, 2021 (the “Closing Date”), by and among (i) Intabex, as borrower, (ii) the Parent Guarantors, (iii) DDTL Facility Lenders, and (iv) Alter Domus (US) LLC, as administrative agent and collateral agent.

The DDTL Facility Credit Agreement establishes a $ 120,000 delayed-draw term loan credit facility permitting borrowings by Intabex in up to four draws on or prior to June 30, 2021 in a minimum amount of $ 30,000 each (or, if less than $ 30,000 remains available under the DDTL Facility, the remaining commitments under the DDTL Facility).

The proceeds of the DDTL Loans are to be used to provide ongoing working capital and for other general corporate purposes of Intabex, the Guarantors (as defined below) and their subsidiaries.

The DDTL Facility and all DDTL Loans made thereunder mature on July 31, 2022.

The DDTL Loans may be prepaid and undrawn commitments may be reduced or terminated by Intabex at any time, in each case without premium or penalty other than the Exit Fee described below and, in the case of any prepayment of LIBOR loans (as defined below), subject to customary breakage.

Any undrawn commitments automatically terminate on June 30, 2021.

Amounts prepaid or repaid in respect of DDTL Loans may not be reborrowed under the DDTL Facility.

Interest on the aggregate principal amount of outstanding DDTL Loans accrues at an annual rate of LIBOR plus 9.00 %, subject to a LIBOR floor of 1.50 %, for “LIBOR loans” or, for loans that are not LIBOR loans, at an annual rate of an alternative base rate (as specified in the DDTL Facility Credit Agreement) plus 8.00 %.

The DDTL Facility Credit Agreement provides for the payment by Intabex to the DDTL Facility Lenders of a non-refundable exit fee (the “Exit Fee”) in the amounts set forth in the table below in respect of (x) any DDTL Loans repaid (whether prepaid voluntarily or paid following acceleration or at maturity) and (y) any unused commitments remaining under the DDTL Facility upon its termination (whether such termination is voluntary or automatic).

Loan Repayment/Commitment Termination Date Exit Fee

On or before September 30, 2021 1.00 %

After September 30, 2021 and on or before December 31, 2021 2.50 %

After December 31, 2021 and on or before March 31, 2022 3.50 %

After March 31, 2022 5.00 %

At June 29, 2021, the DDTL Facility was fully drawn and the aggregate principal amount outstanding was $ 120,000 .

The obligations of Intabex under the DDTL Facility Credit Agreement (and certain related obligations) are (a) guaranteed by the Parent Guarantors and Alliance One International Tabak B.V., an indirect subsidiary of the Company, and each of the Company’s domestic and foreign subsidiaries that is or becomes a guarantor of borrowings under the Term Loan Credit Agreement (which subsidiaries are referred to collectively, together with the Parent Guarantors, as the “Guarantors”), and (b) are secured by the pledge of all of the outstanding equity interests of (i) Alliance One Brasil Exportadora de Tabacos Ltda.

(“AO Brazil”), which principally operates the Company’s leaf tobacco operations in Brazil, and (ii) Alliance One International Tabak B.V., which owns a 0.001 % interest of AO Brazil.

Affirmative and Restrictive Covenants

• incur additional indebtedness or issue disqualified stock or preferred stock;

• make certain investments and other restricted payments;

• enter into limitations on its ability to pay dividends, make loans or otherwise transfer assets to its immediate parent entity or to its subsidiaries;

• sell certain assets;

• create liens;

• consolidate, merge, sell or otherwise dispose of all or substantially all of its assets;

• enter into transactions with affiliates;

• engage directly or indirectly in any business other than the businesses engaged in by it and its subsidiaries are currently engaged.

In addition, the DDTL Facility Credit Agreement includes a customary “passive holding company” covenant that contains certain additional restrictions on Intabex and its subsidiaries’ activities and requirements for Intabex to provide to the DDTL Facility Lenders certain periodic financial and operating reports for the Guarantors and their subsidiaries on a consolidated basis.

At June 29, 2021, Intabex and each Guarantor was in compliance with all such covenants under the DDTL Facility Credit Agreement.

Related Party Transaction

Based on a Schedule 13D filed with the SEC on September 3, 2020 by Glendon Capital Management, L.P., Glendon Opportunities Fund, L.P.

and Glendon Opportunities Fund II, L.P., Glendon Capital Management, L.P.

reported beneficial ownership of 7,939 shares of the Company’s common stock, representing approximately 31.8 % of the outstanding shares of the Company’s common stock.

Based on a Schedule 13D filed with the SEC on September 3, 2020 by Monarch Alternative Capital LP, MDRA GP LP and Monarch GP LLC, Monarch Alternative Capital LP reported beneficial ownership of 6,033 shares of the Company’s common stock, representing approximately 24.1 % of the outstanding shares of the Company’s common stock.

Pursuant to the Shareholders Agreement, Holly Kim and Patrick Fallon were designated to serve as directors of Pyxus and each continues to serve as a director of Pyxus.

Kim is a Partner at Glendon Capital Management L.P.

Fallon is a Managing Principal at Monarch Alternative Capital LP.

CCAA Proceedings

On May 10, 2021, a definitive agreement for the sale of the assets of Figr Norfolk was entered into for an estimated purchase price of Cdn.$ 5,000 .

On June 10, 2021, the Canadian Court approved the sale agreement.

The consummation of the sale under this agreement is subject to approval of the buyers by Health Canada and the satisfaction of certain other conditions.

On June 10, 2021, the Canadian Court approved the sale agreement.

On June 25, 2021, Health Canada approved the buyers of Figr East and certain intangible assets of Figr Brands.

The consummation of the sale of Figr East and certain intangible assets of Figr Brands occurred on June 28, 2021.

African Seasonal Lines of Credit

On June 24, 2021, the Company, and certain of its subsidiaries, including the African Subsidiaries, entered into an Amendment Agreement (the “Amendment Agreement”) with TDB to amend the TDB Facility Agreement, which governs the terms of the

separate foreign seasonal lines of credit of each of the African Subsidiaries with TDB.

The Amendment Agreement became effective on June 28, 2021 and amends the TDB Facility Agreement as follows:

• It extends the term of the separate lines of credit of each of the Company’s subsidiaries in Malawi, Tanzania, and Zambia to June 25, 2022;

• It decreases the lending commitment with respect to the line of credit of the Company’s Malawi subsidiary from $ 120.0 million to $ 80.0 million, effective from and including June 28, 2021;

• It includes provisions allowing for an increase in the lending commitment with respect to the line of credit of the Company’s Tanzania subsidiary from $ 70.0 million to $ 85.0 million, subject to the satisfaction of certain documentation requirements;

• It terminates the separate lines of credit of the Companies’ subsidiaries in Kenya and Uganda, effective from and including June 30, 2021 (with outstanding borrowings thereunder to be repaid by June 30, 2021);

• It requires the Company and such subsidiaries to enter into an agreement to amend and restate the TDB Agreement by August 13, 2021 to reflect items specified in the Amendment Agreement.

CCAA Emergence

Following monetization of their remaining assets, on February 2, 2022, Figr Norfolk and Figr Brands obtained approval to make cash distributions to their creditors pursuant to a distribution protocol approved by the Canadian Court (the "Creditor Distributions").

On April 21, 2022, the Figr Norfolk and Figr Brands obtained approval from the Canadian Court to terminate the CCAA Proceedings and commence bankruptcy proceedings under Canada's Bankruptcy and Insolvency Act (the "BIA Proceedings") to complete certain corporate and tax-related wind-up activities.

FTI Consulting Canada Inc.

was appointed as Trustee in Bankruptcy in the Bankruptcy Proceedings.

On May 13, 2022, Figr Norfolk and Figr Brands commenced the BIA Proceedings.

On May 20, 2022, the Company received $ 1,380 in settlement of its debt claims with respect to the Canadian Cannabis Subsidiaries and did not receive any recovery with respect to its equity interest in the Canadian Cannabis Subsidiaries.

As of May 20, 2022, substantially all of the Creditor Distributions had been completed, pursuant to the Distribution Protocol.

On June 13, 2022, the CCAA Proceedings were formally terminated.

Securitized Receivables

On May 31, 2022, the first facility was extended and includes an investment limit $ 100,000 of trade receivables.

DDTL Refinancing

On June 2, 2022, Intabex, the Company, the Guarantors, the DDTL Facility Lenders and the DDTL Agent entered into an Amendment and Restatement Agreement dated as of June 2, 2022 (the "Amendment and Restatement Agreement") to amend and restate the DDTL Facility Credit Agreement as set forth in the form of an Amended and Restated Term Loan Credit Agreement (the "Amended Credit Agreement"), appended to the Amendment and Restatement Agreement, among (i) Intabex, as borrower, (ii) the Company and the Guarantors, (iii) the DDTL Facility Lenders and any other lender that becomes a party thereto (collectively, the "Term Loan Lenders"), and (iv) the DDTL Agent, as administrative agent and collateral agent.

See " Note 19.

Debt Arrangements " for additional information.

The Amendment and Restatement Agreement provides that, on the Amendment and Restatement Effectiveness Date (as defined below), the amendment and restatement of the DDTL Facility Credit Agreement by the Amended Credit Agreement shall be effective.

The Amended Credit Agreement would establish a $ 100,000 term loan credit facility (the "Term Loan Facility") and requires that Intabex use the net proceeds of the loans to be made thereunder (the "Term Loans") and other funds to repay in full its obligations under the DDTL Facility Credit Agreement, including the outstanding principal of, and accrued and unpaid interest on, borrowings under the DDTL Facility on Amendment and Restatement Effectiveness Date and the payment of fees and expenses incurred in connection with repaying such borrowings and entering into the Amended Credit Agreement.

The Term Loans would mature on December 2, 2023.

The Amended Credit Agreement would provide that the Term Loans may be prepaid at any time, with a 2.0 % fee due with respect to any principal payment made after the one-year anniversary of the Amendment and Restatement Effectiveness Date, including a payment made at maturity.

The Amended Credit Agreement would provide that amounts of principal that are prepaid could not be reborrowed under the Term Loan Facility.

Under the Amendment and Restatement Agreement, the "Amendment and Restatement Effectiveness Date" is the date, which may be no later than July 29, 2022, on which the conditions to effectiveness specified in the Amendment and Restatement Agreement, which are customary for agreements of this type, are satisfied.

Under the Amended Credit Agreement, interest on the outstanding principal amount of the Term Loans is to accrue at an annual rate of SOFR plus 7.5 %, subject to a SOFR floor of 1.0 %, for "SOFR loans" or, for loans that are not SOFR loans, at an annual rate of an alternate base rate (as specified in the Amended Credit Agreement and subject to a specified floor) plus 6.5 %.

Interest is to be paid in arrears in cash upon prepayment, acceleration, maturity, and on the last day of each interest period (which may be one, three or six months) for SOFR loans and on the last day of each calendar quarter for loans that are not SOFR loans.

Pursuant to the Amended Credit Agreement, the Term Loan Lenders would receive a non-refundable commitment fee equal to 3.0 % of the aggregate commitments under the Term Loan Facility and a closing fee equal to 1.0 % of the aggregate commitments under the Term Loan Facility, in each case paid either in cash in full on the Term Loan Closing Date or as original issue discount.

Under the Amended Credit Agreement, the obligations of Intabex under the Amended Credit Agreement (and certain related obligations) are to continue to be guaranteed and secured by the same guarantors of, and the same collateral securing, Intabex’s obligations under the DDTL Facility Credit Agreement.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

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We have audited the accompanying consolidated balance sheets of Pyxus International, Inc.

and subsidiaries (the "Company") as of March 31, 2021 (Successor Company balance sheet) and 2020 (predecessor Company balance sheet), the related consolidated statements of income, comprehensive (loss) income, shareholders' equity, and cash flows, for the seven months ended March 31, 2021 (Successor Company operations), the five months ended August 31, 2020, and for each of the two years in the period ended March 31, 2020 (Predecessor Company operations), and the related notes (collectively referred to as the "financial statements").

In our opinion, the Successor Company financial statements present fairly, in all material respects, the financial position of the Company as of March 31, 2021, and the results of its operations and its cash flows for the seven months ended March 31, 2021, in conformity with accounting principles generally accepted in the United States of America.

Further, in our opinion, the Predecessor Company financial statements present fairly, in all material respects, the financial position of the Predecessor Company as of March 31, 2020, and the results of its operations and its cash flows for the five months ended August 31, 2020, and for each of the two years in the period ended March 31, 2020, in conformity with accounting principles generally accepted in the United States of America.

and subsidiaries (the "Company") as of March 31, 2022 and 2021 (Successor Company balance sheets), the related consolidated statements of operations, comprehensive (loss) income, stockholders' equity, and cash flows, for the year ended March 31, 2022 and the seven months ended March 31, 2021 (Successor Company operations), the five months ended August 31, 2020 and the year ended March 31, 2020 (Predecessor Company operations), and the related notes (collectively referred to as the "financial statements").

In our opinion, the Successor Company financial statements present fairly, in all material respects, the financial position of the Company as of March 31, 2022 and 2021, and the results of its operations and its cash flows for the year ended March 31, 2022 and the seven months ended March 31, 2021, in conformity with accounting principles generally accepted in the United States of America.

Further, in our opinion, the Predecessor Company financial statements present fairly, in all material respects, the results of operations and cash flows for the five months ended August 31, 2020, and the year ended March 31, 2020, in conformity with accounting principles generally accepted in the United States of America.

Fresh-Start Reporting

As discussed in Note 3 to the financial statements, on August 21, 2020, the Bankruptcy Court entered an order confirming the plan of reorganization which became effective on August 24, 2020.

As discussed in Note 3 to the financial statements, on August 21, 2020, the Bankruptcy Court entered an order confirming the plan of reorganization for the Predecessor Company which became effective on August 24, 2020.

Accordingly, the accompanying financial statements have been prepared in conformity with FASB Accounting Standard Codification 852, Reorganizations , for the Successor Company as a new entity with assets, liabilities, and a capital structure having carrying values not comparable with prior periods as described in Note 4 to the financial statements.

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We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current-period audit of the financial statements that were communicated or required to be communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Fresh Start Reporting — Refer to Note 4 to the financial statements

Critical Audit Matter Description

As described in Note 4 to the consolidated financial statements, and in connection with the emergence from Chapter 11, the Company qualified for and adopted fresh start reporting in accordance with ASC 852, Reorganizations .

Management derived a reorganization value from the Company’s enterprise value which was estimated to be $1.25 billion.

The reorganization value represents the fair value of the Company’s total assets before considering liabilities and is intended to approximate the amount a willing buyer would pay for the Company’s assets immediately after restructuring.

The Company allocated the reorganization value to its individual assets based on their estimated fair values.

Auditing the adoption of fresh start reporting was complex due to the significant estimation uncertainty in determining the fair value of the Company’s assets.

The identified intangible assets of $71 million, which principally consisted of trade names, technology, licenses, and customer relationships, were subject to significant estimation uncertainty primarily due to the sensitivity of the respective fair values to underlying assumptions in the discounted cash flow models used to measure the intangible assets.

Significant assumptions included discount rates and certain assumptions that form the basis of the forecasted results such as revenue growth rates, margins, and attrition rates which may be affected by future economic and market conditions.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to management’s estimates and assumptions utilized in the Company’s adoption of fresh start reporting included the following, among others:

• To test the estimated fair value of identified intangible assets, our audit procedures included the involvement of fair value specialists to evaluate the Company’s selection of valuation methodology, evaluate the methods and significant assumptions used by management, and evaluate the completeness and accuracy of the underlying data supporting the significant assumptions and estimates.

• We compared significant assumptions mentioned above to the Company’s historical results and third-party industry projections.

• We also evaluated the adequacy of the Company’s financial statement disclosures related to the bankruptcy and adoption of fresh start reporting.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Income Taxes — Accounting for Uncertainty in Income Taxes — Refer to Note 1 and Note 9 to the financial statements

Critical Audit Matter Description

The Company’s annual tax rate is based on its income, statutory tax rates, and tax planning opportunities available in the various jurisdictions in which it operates.

The Company’s annual tax rate is based on its pre-tax income by jurisdiction, statutory tax rates, and tax planning opportunities available in the various jurisdictions in which it operates.

Tax laws are complex and subject to different interpretations by the taxpayer and respective governmental taxing authorities.

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As of March 31, 2022, the Company’s recorded unrecognized tax benefits totaled $20.3 million.

Conclusions on recognizing and measuring uncertain tax positions involved significant management estimates and judgment and included complex considerations of local tax laws and related regulations in the various jurisdictions in which the Company operates.

Conclusions on recognizing and measuring uncertain tax positions involved significant management estimates

and judgment and included complex considerations of local tax laws and related regulations in the various jurisdictions in which the Company operates.

We identified uncertain tax positions as a critical accounting matter because of the significant estimates and assumptions involved in recording uncertain tax positions.

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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-K

Item 8. Financial Statements and Supplementary Data