1 unchanged sentence
Consolidated Statements of Operations
−Removed: Consolidated Statements of Comprehensive Income (Loss)
+Added: Consolidated Statements of Comprehensive Income
Consolidated Balance Sheets
16 unchanged sentences
Gain on debt retirement — 8,178 15,914
−Removed: Loss on deconsolidation/disposition of subsidiaries — — 648
−Removed: Loss on pension settlement — 12,008 2,588
+Added: Gain (loss) on pension settlement 283 — ( 12,008 )
Interest expense, net 134,353 128,041 125,620
−Removed: Income (loss) before income taxes and other items 33,454 15,473 ( 22,622 )
+Added: Income before income taxes and other items 28,630 33,454 15,473
Income tax expense 30,344 25,053 27,281
Income from unconsolidated affiliates, net 17,371 8,132 14,992
−Removed: Net income (loss) 16,533 3,184 ( 38,237 )
+Added: Net income 15,657 16,533 3,184
Net income attributable to noncontrolling interests 1,088 1,367 521
−Removed: Net income (loss) attributable to Pyxus International, Inc.
+Added: Net income attributable to Pyxus International, Inc.
$ 14,569 $ 15,166 $ 2,663
−Removed: Earnings (loss) per share:
+Added: Earnings per share:
Basic $ 0.56 $ 0.59 $ 0.11
3 unchanged sentences
Diluted 25,957 25,667 25,000
−Removed: See "Notes to Consolidated Financial Statements"
+Added: See accompanying notes to consolidated financial statements.
Pyxus International, Inc.
and Subsidiaries
−Removed: Consolidated Statements of Comprehensive Income (Loss)
+Added: Consolidated Statements of Comprehensive Income
Years Ended March 31,
(in thousands) 2026 2025 2024
−Removed: Net income (loss) $ 16,533 $ 3,184 $ ( 38,237 )
+Added: Net income $ 15,657 $ 16,533 $ 3,184
Other comprehensive (loss) income, net of tax:
3 unchanged sentences
Total other comprehensive (loss) income, net of tax $ ( 1,207 ) $ ( 471 ) $ 2,259
−Removed: Total comprehensive income (loss) 16,062 5,443 ( 36,489 )
+Added: Total comprehensive income 14,450 16,062 5,443
Comprehensive income attributable to noncontrolling interests 1,088 1,367 509
−Removed: Comprehensive income (loss) attributable to Pyxus International, Inc.
+Added: Comprehensive income attributable to Pyxus International, Inc.
$ 13,362 $ 14,695 $ 4,934
−Removed: See "Notes to Consolidated Financial Statements"
+Added: See accompanying notes to consolidated financial statements.
Pyxus International, Inc.
42 unchanged sentences
Authorized shares ( 250,000 for all periods)
−Removed: Issued and outstanding shares ( 24,608 and 25,000 as of March 31, 2025 and 2024, respectively)
+Added: Issued and outstanding shares ( 24,608 for all periods)
$ 393,921 $ 392,899
6 unchanged sentences
Total liabilities and stockholders’ equity $ 1,694,692 $ 1,503,843
−Removed: See "Notes to Consolidated Financial Statements"
+Added: See accompanying notes to consolidated financial statements.
Pyxus International, Inc.
12 unchanged sentences
Balance, March 31, 2025 $ 392,899 $ ( 240,125 ) $ ( 6,045 ) $ 12,516 $ 844 $ 5,681 $ 165,770
−Removed: Net income — 4,642 — — — 310 4,952
+Added: Net (loss) income — ( 15,825 ) — — — 562 ( 15,263 )
Equity-based compensation 237 — — — — — 237
−Removed: Other comprehensive income (loss), net of tax — — 543 — ( 2,237 ) — ( 1,694 )
+Added: Other comprehensive income, net of tax — — 2,039 — 1,457 — 3,496
Balance, June 30, 2025 $ 393,136 $ ( 255,950 ) $ ( 4,006 ) $ 12,516 $ 2,301 $ 6,243 $ 154,240
2 unchanged sentences
Equity-based compensation 256 — — — — — 256
−Removed: Share repurchases ( 1,000 ) — — — — — ( 1,000 )
−Removed: Other comprehensive income, net of tax — — 278 — 1,266 — 1,544
+Added: Other comprehensive loss, net of tax — — ( 477 ) — ( 1,016 ) — ( 1,493 )
Balance, September 30, 2025 $ 393,392 $ ( 256,829 ) $ ( 4,483 ) $ 12,516 $ 1,285 $ 6,085 $ 151,966
1 unchanged sentence
Equity-based compensation 272 — — — — — 272
−Removed: Other comprehensive loss, net of tax — — ( 976 ) — ( 2,453 ) — ( 3,429 )
+Added: Other comprehensive income (loss), net of tax — — 154 ( 1,521 ) ( 444 ) — ( 1,811 )
Balance, December 31, 2025 $ 393,664 $ ( 239,926 ) $ ( 4,329 ) $ 10,995 $ 841 $ 6,344 $ 167,589
−Removed: Net (loss) income — ( 5,147 ) — — — 591 ( 4,556 )
+Added: Net income — 14,370 — — — 290 14,660
Equity-based compensation 257 — — — — — 257
1 unchanged sentence
Balance, March 31, 2026 $ 393,921 $ ( 225,556 ) $ ( 5,109 ) $ 10,224 $ 1,008 $ 6,619 $ 181,107
−Removed: See "Notes to Consolidated Financial Statements"
+Added: See accompanying notes to consolidated financial statements.
Pyxus International, Inc.
12 unchanged sentences
Balance, March 31, 2024 $ 389,789 $ ( 255,291 ) $ ( 5,692 ) $ 12,766 $ 712 $ 4,539 $ 146,823
−Removed: Net income (loss) — 804 — — — ( 34 ) 770
−Removed: Other comprehensive income, net of tax — — 707 — 862 — 1,569
+Added: Net income — 4,642 — — — 310 4,952
+Added: Equity-based compensation 3,031 — — — — — 3,031
+Added: Other comprehensive income (loss), net of tax — — 543 — ( 2,237 ) — ( 1,694 )
Balance, June 30, 2024 $ 392,820 $ ( 250,649 ) $ ( 5,149 ) $ 12,766 $ ( 1,525 ) $ 4,849 $ 153,112
−Removed: Net income (loss) — 8,095 — — — ( 199 ) 7,896
−Removed: Other — — — — — 493 493
−Removed: Other comprehensive loss, net of tax — — ( 1,545 ) — ( 1,000 ) — ( 2,545 )
+Added: Net loss — ( 3,227 ) — — — ( 46 ) ( 3,273 )
+Added: Dividends — — — — — ( 225 ) ( 225 )
+Added: Equity-based compensation 601 — — — — — 601
+Added: Share repurchases ( 1,000 ) — — — — — ( 1,000 )
+Added: Other comprehensive income, net of tax — — 278 — 1,266 — 1,544
Balance, September 30, 2024 $ 392,421 $ ( 253,876 ) $ ( 4,871 ) $ 12,766 $ ( 259 ) $ 4,578 $ 150,759
Net income — 18,898 — — — 512 19,410
−Removed: Other ( 501 ) — — — — 8 ( 493 )
−Removed: Dividends — — — — — ( 450 ) ( 450 )
−Removed: Other comprehensive income (loss), net of tax — — 2,185 3,511 ( 1,288 ) — 4,408
+Added: Equity-based compensation 267 — — — — — 267
+Added: Other comprehensive loss, net of tax — — ( 976 ) — ( 2,453 ) — ( 3,429 )
Balance, December 31, 2024 $ 392,688 $ ( 234,978 ) $ ( 5,847 ) $ 12,766 $ ( 2,712 ) $ 5,090 $ 167,007
Net (loss) income — ( 5,147 ) — — — 591 ( 4,556 )
+Added: Equity-based compensation 211 — — — — — 211
Other comprehensive (loss) income, net of tax — — ( 198 ) ( 250 ) 3,556 — 3,108
Balance, March 31, 2025 $ 392,899 $ ( 240,125 ) $ ( 6,045 ) $ 12,516 $ 844 $ 5,681 $ 165,770
−Removed: See "Notes to Consolidated Financial Statements"
+Added: See accompanying notes to consolidated financial statements.
Pyxus International, Inc.
2 unchanged sentences
Attributable to Pyxus International, Inc.
−Removed: Accumulated Other Comprehensive Income (Loss)
+Added: Accumulated Other Comprehensive Income
(in thousands) Common
7 unchanged sentences
Balance, March 31, 2023 $ 390,290 $ ( 257,954 ) $ ( 6,392 ) $ 8,335 $ 3,572 $ 3,979 $ 141,830
−Removed: Net (loss) income — ( 14,663 ) — — — 158 ( 14,505 )
−Removed: Other — — — — — ( 3,052 ) ( 3,052 )
−Removed: Other comprehensive income (loss), net of tax — — 947 — ( 1,503 ) — ( 556 )
+Added: Net income (loss) — 804 — — — ( 34 ) 770
+Added: Other comprehensive income, net of tax — — 707 — 862 — 1,569
Balance, June 30, 2023 $ 390,290 $ ( 257,150 ) $ ( 5,685 ) $ 8,335 $ 4,434 $ 3,945 $ 144,169
−Removed: Net loss — ( 1,537 ) — — — ( 13 ) ( 1,550 )
+Added: Net income (loss) — 8,095 — — — ( 199 ) 7,896
+Added: Other — — — — — 493 493
Other comprehensive loss, net of tax — — ( 1,545 ) — ( 1,000 ) — ( 2,545 )
Balance, September 30, 2023 $ 390,290 $ ( 249,055 ) $ ( 7,230 ) $ 8,335 $ 3,434 $ 4,239 $ 150,013
−Removed: Net (loss) income — ( 2,333 ) — — — 96 ( 2,237 )
+Added: Net income — 3,835 — — — 344 4,179
+Added: Other ( 501 ) — — — — 8 ( 493 )
+Added: Dividends — — — — — ( 450 ) ( 450 )
Other comprehensive income (loss), net of tax — — 2,185 3,511 ( 1,288 ) — 4,408
1 unchanged sentence
Net (loss) income — ( 10,071 ) — — — 410 ( 9,661 )
−Removed: Other comprehensive income, net of tax — — 1,480 3,647 865 37 6,029
+Added: Other comprehensive (loss) income, net of tax — — ( 647 ) 920 ( 1,434 ) ( 12 ) ( 1,173 )
Balance, March 31, 2024 $ 389,789 $ ( 255,291 ) $ ( 5,692 ) $ 12,766 $ 712 $ 4,539 $ 146,823
−Removed: See "Notes to Consolidated Financial Statements"
+Added: See accompanying notes to consolidated financial statements.
Pyxus International, Inc.
4 unchanged sentences
Operating activities:
−Removed: Net income (loss) $ 16,533 $ 3,184 $ ( 38,237 )
−Removed: Adjustments to reconcile net income (loss) to net cash used in operating activities:
+Added: Net income $ 15,657 $ 16,533 $ 3,184
+Added: Adjustments to reconcile net income to net cash used in operating activities:
Depreciation and amortization 20,893 20,334 19,250
2 unchanged sentences
Loss on foreign currency transactions 6,554 4,922 4,009
−Removed: Loss on pension settlement — 12,008 2,588
+Added: (Gain) loss on pension settlement ( 283 ) — 12,008
Equity-based compensation 1,022 4,110 —
4 unchanged sentences
Deferred items 11,539 1,052 3,240
+Added: Recoverable income taxes ( 1,486 ) ( 4,721 ) ( 2,689 )
Payables and accrued expenses 31,512 ( 49,190 ) 17,531
1 unchanged sentence
Prepaid expenses ( 1,642 ) 8,943 ( 4,506 )
−Removed: Income taxes payable 2,719 ( 8,207 ) 13,116
+Added: Income taxes ( 2,182 ) 2,719 ( 8,207 )
Other operating assets and liabilities ( 1,221 ) ( 8,419 ) 4,114
8 unchanged sentences
Financing activities:
−Removed: Net (repayments) proceeds from short-term borrowings $ ( 102,550 ) $ 122,483 $ 5,234
−Removed: Repayment of DDTL facility — — ( 110,250 )
−Removed: Proceeds from term loan facility — — 100,000
+Added: Net proceeds (repayments) from short-term borrowings $ 77,293 $ ( 102,550 ) $ 122,483
Proceeds from revolving loan facilities 281,000 363,000 331,000
Repayment of revolving loan facilities ( 281,000 ) ( 363,000 ) ( 356,000 )
−Removed: Proceeds from long-term borrowings — — 578,439
Repayment of long-term borrowings — ( 55,822 ) ( 60,342 )
1 unchanged sentence
Other, net 580 217 171
−Removed: Net cash (used in) provided by financing activities $ ( 167,261 ) $ 25,561 $ ( 83,000 )
+Added: Net cash provided by (used in) financing activities $ 72,523 $ ( 167,261 ) $ 25,561
Effect of exchange rate changes on cash ( 3,386 ) ( 4,240 ) ( 9,156 )
−Removed: Decrease in cash, cash equivalents, and restricted cash ( 14,249 ) ( 39,116 ) ( 62,405 )
+Added: Increase (decrease) in cash, cash equivalents, and restricted cash 52,109 ( 14,249 ) ( 39,116 )
Cash and cash equivalents at beginning of period 78,254 92,569 136,733
7 unchanged sentences
Noncash amounts obtained as a beneficial interest in exchange for transferring trade receivables in a securitization transaction 198,567 241,069 160,041
−Removed: See "Notes to Consolidated Financial Statements"
+Added: See accompanying notes to consolidated financial statements.
Pyxus International, Inc.
6 unchanged sentences
Other Expense, Net
−Removed: Earnings (Loss) Per Share
+Added: Earnings Per Share
Restricted Cash
+Added: Trade Receivables, Net
Inventories, Net
10 unchanged sentences
Contingencies and Other Information
−Removed: Other Comprehensive Income (Loss)
−Removed: Government Assistance
+Added: Accumulated Other Comprehensive Income
Equity-Based Compensation
4 unchanged sentences
Pyxus International, Inc.
−Removed: (the "Company" or "Pyxus") is a global agricultural company with businesses having more than 150 years of experience delivering value-added products and services to businesses and customers.
−Removed: The Company is a trusted provider of responsibly sourced, independently verified, sustainable, and traceable products and ingredients.
+Added: (the "Company," "Pyxus," "we," "us," or "our") is a global agricultural company with businesses having more than 150 years of experience delivering value-added products and services to businesses and customers.
+Added: Pyxus and its subsidiaries are trusted providers of responsibly sourced, independently verified, sustainable, and traceable products and ingredients.
+Added: The Company has a diversified geographic footprint with operations in Africa, Asia, Europe, North America, and South America.
As the context requires, the "Company" and "Pyxus" also includes the consolidated subsidiaries of Pyxus International, Inc.
27 unchanged sentences
Actual results may differ from the Company’s estimates and assumptions.
−Removed: Estimates are used in accounting for, among other things, revenue recognition, pension and postretirement health care benefits, inventory reserves, credit loss reserves, bank loan guarantees to suppliers and unconsolidated subsidiaries, advances to suppliers reserves, 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, incremental borrowing rates for the present value of lease payments, fair value determinations of financial assets and liabilities, including derivatives, securitized beneficial interests, and counterparty risk.
+Added: Estimates are used in accounting for, among other things, revenue recognition, pension and postretirement health care benefits, inventory reserves, credit loss reserves, bank loan guarantees to suppliers and unconsolidated subsidiaries, reserves for advances to suppliers, 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, incremental borrowing rates for the present value of lease payments, fair value determinations of financial assets and liabilities, including derivatives, securitized beneficial interests, and counterparty risk.
Reclassifications
−Removed: Certain prior-period amounts were reclassified to conform to the current-year presentation in the consolidated statements of cash flows, and in the income taxes footnote disclosure related to unrecognized tax benefits and related interest and penalties.
−Removed: Segment Information
−Removed: The Company reviewed its operations in Africa, Asia, Europe, North America, and South America and concluded the economic characteristics of these five Leaf regional operations were similar.
−Removed: 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.
−Removed: The one Leaf reportable segment is consistent with information used by the chief operating decision maker ("CODM") to assess performance, make operating decisions, and allocate resources.
−Removed: The Company's CODM, comprised of both the chief executive
−Removed: officer and the chief financial officer, regularly evaluates performance using operating income as the measure of segment profitability.
−Removed: This measure is utilized during the budgeting and forecasting process to determine future operating plans and enable strategic decision making for the allocation of capital.
−Removed: Corporate general expenses are allocated to the segments based upon segment selling, general, and administrative expenses.
−Removed: The Company has seven operating segments organized by geographic area and product category that are aggregated into one reportable segment for financial reporting purposes:
−Removed: The All Other category does not meet the quantitative and qualitative thresholds to be reportable and are included for purposes of reconciliation of respective balances for the Leaf segment to the consolidated financial statements.
+Added: Certain prior-period amounts were reclassified to conform to the current-year presentation in the consolidated statements of cash flows and the segment information footnote disclosure.
Revenue Recognition
1 unchanged sentence
A performance obligation is a promise in a contract to transfer a distinct good or service to the customer.
−Removed: The Company’s performance obligations are satisfied when the transfer of control of the distinct product or service to the customer occurs.
+Added: The Company’s performance obligations are satisfied when the transfer of control of the distinct
+Added: product or service to the customer occurs.
For products, control is transferred, and revenue is recognized, at a point in time, in accordance with the shipping terms of the contract.
1 unchanged sentence
A kilogram of processed tobacco (or tobacco processing services resulting in a kilogram of processed tobacco) is the only material and distinct performance obligation for the Company’s tobacco revenue streams.
−Removed: Consideration is attributed to the performance of this obligation.
The Company does not disclose information related to its unsatisfied performance obligations with an expected original duration of one year or less.
−Removed: Revenue is measured as the amount of consideration to which the Company expects to be entitled to receive in exchange for transferring goods or providing services.
Contract costs primarily include labor, material, shipping and handling, and overhead expenses.
−Removed: Significant Judgments
−Removed: The Company identified two main forms of variable consideration in its contracts with customers:
−Removed: warehousing fees for storing customer-controlled tobacco until the customer requests shipment and claims resulting from tobacco that does not meet customer specifications.
−Removed: Warehousing fees are either included in the price of tobacco based on the customers' best estimate of the date they will request shipment or separately charged using a per-day storage rate.
−Removed: When the Company enters into a contract with a customer, the price communicated is the amount of consideration the Company expects to receive.
−Removed: Price adjustments for tobacco not meeting customer specifications for shrinkage, improper blend, or chemical makeup, etc.
−Removed: are handled through a claims allowance that is assessed quarterly.
+Added: The transaction price is the amount of consideration to which the Company expects to be entitled to receive in exchange for transferring goods or providing services under the contract.
+Added: The transaction price consists of fixed cash consideration, which is the invoiced amount, and an estimate for variable consideration.
+Added: The Company's variable consideration includes price adjustments for claims resulting from tobacco that does not meet customer specifications due to various reasons such as shrinkage, improper blend, or chemical makeup, etc.
+Added: The Company's process to handle customer claims includes a claims allowance that is assessed quarterly and recorded within accrued expenses and other current liabilities in the consolidated balance sheets and as contra-revenue within sales and other operating revenues.
The Company estimates expected claims using the expected value method due to the large number of contracts with similar characteristics that we enter into with customers, the high volumes of tobacco we sell each year, and our actual history of past claims.
−Removed: The Company generally records a receivable when revenue is recognized as the timing of revenue recognition may differ from the timing of payment from customers.
−Removed: Payment terms and conditions vary by contract, although terms generally include a requirement of payment within 30 to 60 days.
−Removed: The Company's trade receivables do not bear interest, and they are recorded at the invoiced amount less an estimated allowance for expected credit losses.
−Removed: In addition to estimating an allowance based on specific identification of certain receivables that have a higher probability of not being paid, the Company also records an estimate for expected credit losses for the remaining receivables in the aggregate using a loss-rate method that considers historical bad debts, age of customer receivable balances, and current customer receivable balances.
−Removed: Additionally, the Company considers future reasonable and supportable forecasts of economic conditions to adjust historical loss rate percentages, as necessary.
−Removed: Balances are written-off when determined to be uncollectible.
−Removed: T he provision for expected credit losses is recorded in selling, general, and administrative expenses in the consolidated statements of operations.
+Added: Wa rehousing fees for storing customer-controlled tobacco until the customer requests shipment represents another form of variable consideration present in certain contracts with our customers.
+Added: Warehousing fees are either included in the transaction price for tobacco based on the customers ’ best estimate of the date they will request shipment, or is separately charged using a per-day storage rate.
+Added: When the Company enters into a contract with a customer, the price communicated is the amount of consideration the Company expects to receive.
Taxes Collected from Customers
18 unchanged sentences
Penalties and interest related to income taxes, if incurred, are included in income tax expense.
−Removed: Earnings (Loss) Per Share
+Added: Earnings Per Share
The calculations of basic and diluted earnings per share are based on net income divided by the basic weighted average number of common shares and diluted weighted average number of common shares outstanding, respectively.
2 unchanged sentences
Share-based payment awards that provide contingently issuable shares upon a performance or market condition are included in basic and diluted earnings per share only if the condition is met as of the end of the reporting period.
−Removed: Cash and Cash Equivalents
+Added: Cash, Cash Equivalents, and Restricted Cash
Cash and cash equivalents include cash in banks and highly liquid investments with original maturities of three months or less and are stated at cost, which approximates fair value.
+Added: Cash that is subject to legal restrictions for withdrawal or use in our operations is classified as restricted cash, and primarily relates to amounts held in escrow for customs or performance bonds.
+Added: Trade Receivables, Net
+Added: Trade receivables are recorded at the invoiced amount less an estimated allowance for expected credit losses.
+Added: The Company's trade receivables do not bear interest.
+Added: Payment terms and conditions vary by contract, although terms generally include a requirement of payment within 30 to 60 days.
+Added: In addition to estimating an allowance based on specific identification of certain receivables that have a higher probability of not being paid, the Company also records an estimate for expected credit losses for the remaining receivables in the aggregate using a loss-rate method that considers historical bad debts, age of customer receivable balances, and current customer receivable balances.
+Added: The Company has elected the practical expedient to assume that current conditions as of the balance sheet date do not change for the remaining life of the customer receivable.
+Added: Balances are written-off when determined to be uncollectible.
+Added: T he provision for expected credit losses is recorded in selling, general, and administrative expenses in the consolidated statements of operations.
+Added: Securitized Receivables
+Added: The Company sells trade receivables to unaffiliated financial institutions under multiple accounts receivable securitization facilities.
+Added: Under these facilities, receivables sold for cash are removed from the consolidated balance sheets.
+Added: 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.
+Added: The net cash proceeds received by the Company at the time of sale are disclosed as an operating activity in the consolidated statements of cash flows.
+Added: The deferred purchase price receivable represents a continuing involvement and a beneficial interest in the transferred financial assets and is recognized at fair value as part of the sale transaction.
+Added: 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 3 inputs), primarily discounted cash flow.
+Added: The net cash proceeds received by the Company as deferred purchase price are disclosed as an investing activity in the consolidated statements of cash flows.
+Added: Additionally, beneficial interests received in exchange for transferring trade receivables in a securitization transaction are disclosed as a noncash investing activity in the consolidated statements of cash flows.
+Added: 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 o ther expense, net in the consolidated statements of operations.
+Added: Program costs are recorded in o ther expense, net in the consolidated statements of operations.
Inventories, Net
3 unchanged sentences
Costs of other inventory are determined by the first-in, first-out method, which include costs of packing materials, agricultural supplies such as seed, fertilizer, herbicides, and pesticides, and non-tobacco agricultural products.
−Removed: Inventories are carried at the lower of cost or net realizable value ("LCM").
−Removed: The Company evaluates its inventories for LCM adjustments by country and type of inventory.
−Removed: Processed tobacco and unprocessed tobacco are evaluated separately for LCM purposes.
−Removed: The Company compares the cost of its processed tobacco to net realizable value based on the estimated selling price of similar grades when evaluating those balances for LCM adjustments.
−Removed: The Company also considers whether its processed tobacco is committed to a customer, whereby the expected sales price is utilized in determining the net realizable value for committed tobacco.
−Removed: In addition, the Company writes-down inventory balances for estimates of obsolescence.
−Removed: LCM and obsolescence inventory write-downs are recorded in cost of goods and services sold within the consolidated statements of operations.
+Added: Inventories are carried at the lower of cost and net realizable value ("NRV").
+Added: NRV represents the estimated selling price in the ordinary course of business for similar grades of tobacco for uncommitted inventories, and the expected selling price to the customer for committed inventories, less reasonably predictable costs of completion, disposal, and transportation.
+Added: If the NRV is estimated to be less than the cost, the Company writes down the carrying value of its inventories to NRV.
+Added: When valuing its inventories, the Company also takes into consideration obsolescence based on the age and quality of the tobacco.
+Added: Inventory write-downs resulting from NRV adjustments or due to obsolescence are recorded in cost of goods and services sold in the consolidated statements of operations.
Advances to Tobacco Suppliers, Net
22 unchanged sentences
The Company does not have material finance leases.
−Removed: Leases for real estate generally have initial terms ranging from two to fifteen years , excluding renewal options.
+Added: Leases for real estate generally have initial terms ranging from two to thirteen years , excluding renewal options.
Leases for equipment generally have initial terms ranging from two to five years excluding renewal options.
3 unchanged sentences
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.
−Removed: The Company does not recognize short-term leases, those lease contracts with durations of twelve months or less, in the consolidated balance sheets.
+Added: Certain of our leases contain variable lease payments that are not known at the commencement date and are determinable based on the performance or use of the underlying asset.
+Added: Variable lease payments are not included in the consolidated balance sheets and are expensed as incurred.
+Added: The Company does not recognize short-term leases, those lease contracts with durations of twelve months or less, in the consolidated balance sheets, and the related lease payments are expensed on a straight-line basis over the lease term.
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.
9 unchanged sentences
The Company ’ s guarantees are primarily related to bank loans to suppliers for crop production financing.
−Removed: The Company guarantees bank loans of certain unconsolidated subsidiaries in Asia and South America.
+Added: The Company also guarantees bank loans of certain unconsolidated subsidiaries primarily in Asia and South America.
Under longer-term arrangements, the Company may guarantee financing on suppliers’ construction of curing barns or other tobacco production assets.
8 unchanged sentences
Derivative Financial Instruments
−Removed: The Company uses forward or option currency contracts to manage risks associated with foreign currency exchange rates on foreign operations.
−Removed: These contracts are for green tobacco purchases, processing costs, and selling, general, and administrative expenses.
−Removed: The Company does not hold derivatives contracts for speculative or trading purposes.
−Removed: Derivative financial instruments are recorded in other current assets and other current liabilities in the consolidated balance sheets and are measured at fair value.
+Added: We are exposed to foreign currency exchange rate risk due to the scope of the Company's international operations.
+Added: To manage fluctuations in foreign currency exchange rates, the Company may enter into forward or option currency contracts.
+Added: These derivative financial instruments are either designated as cash flow hedges of forecasted transactions, including purchases of green tobacco, other processing-related costs, and selling, general, and administrative expenses, or are not designated as hedging instruments and are used to partially offset the immediate earnings impact of foreign currency exchange rate fluctuations on certain foreign currency denominated transactions, or monetary assets and liabilities.
+Added: The Company does not enter into derivative instruments for speculative or trading purposes.
+Added: Derivative assets and liabilities are recorded in other current assets and accrued expenses and other current liabilities, respectively, within the consolidated balance sheets and are measured at fair value.
Changes in fair value are recognized in earnings, unless the derivative is designated and qualifies to be in a hedge accounting relationship.
21 unchanged sentences
The portfolio objective is to exceed the actuarial return on assets assumption.
−Removed: The Company is exploring partial risk transfers and/or full plan terminations and is implementing a Liability Driven Investment ("LDI") strategy to maintain the high funded status and immunize the portfolio from excessive market volatility.
+Added: The Company is exploring partial risk transfers and/or full plan terminations and has implemented a Liability Driven Investment ("LDI") strategy to maintain the high funded status and immunize the portfolio from excessive market volatility.
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.
2 unchanged sentences
There are no significant concentrations of risk, in terms of sector, industry, geography, or individual company or companies.
−Removed: The Company’s plan assets primarily consist of cash and cash equivalents and real estate investments.
−Removed: The Plan is transitioning to a LDI strategy, which will consist of high-quality sovereign and corporate bonds whose interest rate sensitivity matches that of the plans' liabilities.
+Added: The Company’s plan assets primarily consist of cash and cash equivalents, GBP Sterling denominated fixed income securities, and real estate investments.
+Added: The Plan has transitioned to a LDI strategy, which consists of high-quality sovereign and corporate bonds whose interest rate sensitivity matches that of the plans’ liabilities.
Plan assets are measured at fair value annually on March 31, the measurement date.
2 unchanged sentences
• Investments in equity and fixed income mutual funds are publicly traded and valued primarily using quoted market prices and generally classified as Level 1 in the fair value hierarchy.
+Added: • Fixed income securities are diversified and publicly traded, and are valued using quoted market prices or other valuation methods classified as Level 1 or Level 2 in the fair value hierarchy.
• Real estate investments include those in private limited partnerships that invest in various domestic and international commercial and residential real estate projects and publicly traded REIT securities.
9 unchanged sentences
The remeasurement of local currencies into USD results in remeasurement adjustments that are included in net income.
−Removed: Exchange gains (losses) from remeasurement are recorded in cost of goods and services sold and o ther expense, net within the consolidated statements of operations.
−Removed: Securitized Receivables
−Removed: The Company sells trade receivables to unaffiliated financial institutions under multiple accounts receivable securitization facilities.
−Removed: Under these facilities, receivables sold for cash are removed from the consolidated balance sheets.
−Removed: 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.
−Removed: The net cash proceeds received by the Company in cash at the time of sale (cash purchase price) are disclosed as an operating activity in the consolidated statements of cash flows.
−Removed: The deferred purchase price receivable represents a continuing involvement and a beneficial interest in the transferred financial assets and is recognized at fair value as part of the sale transaction.
−Removed: 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 3 inputs), primarily discounted cash flow.
−Removed: The net cash proceeds received by the Company as deferred purchase price are disclosed as an investing activity in the consolidated statements of cash flows.
−Removed: Additionally, beneficial interests received for transferring trade receivables in a securitization transaction are disclosed as a noncash investing activity in the consolidated statements of cash flows.
−Removed: 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 o ther expense, net in the consolidated statements of operations.
−Removed: Program costs are recorded in o ther expense, net in the consolidated statements of operations.
−Removed: Government Assistance
−Removed: The Company and its subsidiaries periodically receive grants and other assistance (collectively "assistance") from governments and intergovernmental agencies to support operations and capital projects in various jurisdictions.
−Removed: The Company accounts for government assistance by analogy to International Accounting Standards 20, Accounting for Government Grants and Disclosure of Government Assistance , which follows a grant accounting model.
−Removed: Under this accounting framework, government assistance is recognized when it is probable the Company will receive assistance and comply with the conditions attached to the assistance.
−Removed: Operational related assistance is recorded on a systematic basis over the periods in which the related cost or expenditures for which it is intended to compensate have occurred and is presented as a reduction in the related expense for which it is intended to defray.
−Removed: Capital related assistance is recorded as long-term deferred revenue, included within pension, postretirement, and other long-term liabilities in the consolidated balance sheets, and is recognized in other income over the asset's useful life as an offset against depreciation expense.
+Added: Realized and unrealized foreign currency exchange gains and losses resulting from remeasurement and settlement of foreign currency transactions denominated in a currency other than the functional currency of an entity are recorded in cost of goods and services sold and o ther expense, net within the consolidated statements of operations.
Equity-Based Compensation
The Company’s Board of Directors adopted the 2020 Incentive Plan on November 18, 2020 (the "Incentive Plan"), and on March 21, 2024 and March 19, 2025, the Board of Directors amended and restated the Company's Incentive Plan to increase the number of shares of the Company’s common stock authorized to be issued thereunder.
−Removed: The Incentive Plan provides the Company the flexibility to grant a variety of equity-based awards including stock options, stock appreciation rights, restricted
−Removed: stock awards, restricted stock unit awards, performance share awards, and incentive awards to its officers, directors, and employees.
+Added: The Incentive Plan provides the Company the flexibility to grant a variety of equity-based awards including stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance share awards, and incentive awards to its officers, directors, and employees.
For equity-based awards without performance conditions, the Company recognizes equity-based compensation cost on a straight-line basis over the vesting period of the award.
−Removed: For equity-based awards with performance conditions, the Company recognizes equity-based compensation cost using the accelerated attribution method over the requisite service period when the Company determines it is probable that the performance condition will be satisfied.
+Added: For equity-based awards with performance conditions, the Company recognizes equity-based compensation cost using the accelerated attribution method over the requisite service period
+Added: when the Company determines it is probable that the performance condition will be satisfied.
The Company recognizes forfeitures of equity-based awards as they occur.
−Removed: Equity-based compensation expense is included in selling, general, and administrative expenses in the consolidated statements of operations.
+Added: Equity-based compensation expense is recorded in selling, general, and administrative expenses within the consolidated statements of operations.
New Accounting Standards
Recently Adopted Accounting Pronouncements
−Removed: In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No.
−Removed: 2023-07, Segment Reporting:
−Removed: Improvements to Reportable Segment Disclosures .
−Removed: This ASU amends FASB Topic 280 to permit the disclosure of multiple measures of a segment's profit or loss and requires an entity with a single reportable segment to apply FASB Topic 280 in its entirety.
−Removed: In addition, this ASU requires the following new segment disclosures:
−Removed: • Significant segment expenses by reportable segment if regularly provided to the CODM and included within the reported measure of segment profit or loss,
−Removed: • Other segment items, which represents the difference between reported segment revenues less the significant segment expenses less reported segment profit or loss, and
−Removed: • Title and position of the CODM.
−Removed: Disclosures required under this new ASU and the existing segment profit or loss, and assets disclosures currently required annually by FASB Topic 280 are to be disclosed in interim periods.
−Removed: The Company adopted the annual period disclosure requirements for its fiscal year ended March 31, 2025, which are included in " Note 1.
−Removed: Basis of Presentation and Summary of Significant Accounting Policies " and " Note 26.
−Removed: Segment Information ".
−Removed: The interim period disclosure requirements are effective beginning April 1, 2025.
−Removed: The adoption of this new accounting standard resulted in additional disclosures for segment reporting, and did not have an impact on the Company's financial condition, results of operations, or cash flows.
−Removed: Accounting Pronouncements Not Yet Adopted
−Removed: In December 2023, the FASB issued ASU No.
+Added: In December 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No.
2023-09, Income Taxes:
2 unchanged sentences
Income taxes paid, net of refunds received, must be broken out by federal, state, and foreign taxes, and further disaggregated by individual jurisdictions based on total income taxes paid.
−Removed: These new annual disclosure requirements are effective for the Company's fiscal year ending March 31, 2026.
−Removed: Early adoption is permitted.
−Removed: The Company is currently evaluating the impact that this new accounting standard will have on its income tax disclosures.
+Added: The Company adopted these new and enhanced annual income tax disclosures on a retrospective basis beginning with the fiscal year ended March 31, 2026.
+Added: Prior period disclosures have been recast to reflect the new disclosure requirements.
+Added: The adoption of this new rule resulted in expanded income tax disclosures, which are included in " Note 5.
+Added: Income Taxes ," and did not have an impact on the Company's financial condition, results of operations, or cash flows.
+Added: In July 2025, the FASB issued ASU No.
+Added: 2025-05, Financial Instruments - Credit Losses:
+Added: Measurement of Credit Losses for Accounts Receivable and Contract Assets , to include a practical expedient related to the estimation of expected credit losses for current accounts receivable and current contract assets.
+Added: This new practical expedient allows an entity to assume current economic conditions as of the balance sheet date will not change for the life of the asset, thereby eliminating the need for an entity to develop and consider reasonable and supportable forecasts of future economic conditions.
+Added: This amendment is effective for the Company ’ s fiscal year beginning April 1, 2026, with early adoption permitted.
+Added: The Company early adopted this new ASU in the fourth quarter of fiscal year 2026 and elected to apply the practical expedient.
+Added: The adoption of this practical expedient did not have a material impact on the Company ’ s financial condition, results of operations, or cash flows.
+Added: Accounting Pronouncements Not Yet Adopted
In November 2024, the FASB issued ASU No.
3 unchanged sentences
This new standard will result in additional disclosures within the footnotes to the financial statements, and is not expected to have an impact on the Company’s financial condition, results of operations, or cash flows.
+Added: In September 2025, the FASB issued ASU No.
+Added: 2025-06, Intangibles - Goodwill and Other - Internal-Use Software:
+Added: Targeted Improvements to the Accounting for Internal-Use Software , changing the existing model used to determine when cost capitalization is to occur based on various project stages of software development with a more modern approach that introduces a probable-to-complete recognition threshold.
+Added: The scope of this new guidance also includes the costs an entity incurs to implement a cloud computing arrangement as a customer.
+Added: This amendment is effective for the Company ’ s annual and interim periods beginning April 1, 2028.
+Added: Early adoption is permitted.
+Added: The Company is currently evaluating the impact this new accounting standard will have on its financial condition, results of operations, and cash flows.
+Added: In November 2025, the FASB issued ASU No.
+Added: 2025-09, Hedge Accounting Improvements , to clarify certain aspects of existing hedge accounting guidance, and to more closely align hedge accounting with the economics of an entity's risk management activities.
+Added: This amendment is effective for the Company’s annual and interim periods beginning April 1, 2027 and requires adoption on a prospective basis.
+Added: Early adoption is permitted.
+Added: The Company is currently evaluating the impact this new accounting standard will have on its financial condition, results of operations, and cash flows.
+Added: In December 2025, the FASB issued ASU No.
+Added: 2025-10, Accounting for Government Grants Received by Business Entities, to establish guidance on the recognition, measurement, and presentation of government grants received by business entities.
+Added: This new guidance is effective for the Company’s fiscal year beginning April 1, 2029, including interim periods within that fiscal year.
+Added: Early adoption is permitted.
+Added: The Company is currently evaluating the impact this new accounting standard will have on its financial condition, results of operations, and cash flows.
Revenue Recognition
−Removed: Product revenue is primarily processed tobacco sold to the customer.
+Added: Product revenues are primarily processed tobacco sold to the customer.
Processing and other revenues are mainly contracts to process customer-owned green tobacco.
During such processing, ownership remains with the customers.
−Removed: All Other revenue is primarily composed of revenue from the sale of non-tobacco agriculture products.
+Added: All Other revenue is primarily composed of revenue from the sale of non-tobacco agricultural products.
The following disaggregates sales and other operating revenues by major source, with the All Other category being included for purposes of reconciliation of the respective balances below of the Leaf segment (the Company’s sole reportable segment) to the consolidated financial statements :
1 unchanged sentence
2026 2025 2024
−Removed: Product revenue $ 2,335,107 $ 1,912,438 $ 1,812,170
+Added: Product revenues $ 2,235,763 $ 2,335,107 $ 1,912,438
Processing and other revenues 169,310 135,877 117,177
2 unchanged sentences
Total sales and other operating revenues $ 2,413,000 $ 2,481,260 $ 2,032,559
−Removed: Significant Judgments
The following summarizes activity in the claims allowance:
5 unchanged sentences
Balance, end of period $ 5,908 $ 2,436 $ 3,313
−Removed: The following summarizes activity in the allowance for expected credit losses:
−Removed: Years Ended March 31,
−Removed: 2025 2024 2023
−Removed: Balance, beginning of period $ ( 23,940 ) $ ( 24,730 ) $ ( 24,541 )
−Removed: Additions ( 1,299 ) ( 1,535 ) ( 2,316 )
−Removed: Write-offs and other adjustments 1,204 2,325 2,127
−Removed: Balance, end of period ( 24,035 ) ( 23,940 ) ( 24,730 )
−Removed: Trade receivables 213,274 192,704 210,081
−Removed: Trade receivables, net $ 189,239 $ 168,764 $ 185,351
Taxes Collected from Customers
6 unchanged sentences
$ 14,101 $ 19,565 $ 13,121
−Removed: Foreign currency (gains) losses ( 2,121 ) 251 ( 1,057 )
−Removed: Note receivable write-off — — 2,050
+Added: Foreign currency losses (gains) 1,739 ( 2,121 ) 251
+Added: Loss on resolution of customs matter 6,440 — —
Gain on sale of fixed assets ( 3,114 ) ( 2,423 ) ( 2,300 )
4 unchanged sentences
Income Tax Provision
−Removed: The components of income (loss) before income taxes and other items consisted of the following:
+Added: The components of income before income taxes and other items consisted of the following:
Years Ended March 31,
2026 2025 2024
−Removed: $ ( 4,579 ) $ ( 17,697 ) $ ( 43,874 )
−Removed: 38,033 33,170 21,252
+Added: Domestic $ ( 20,603 ) $ ( 4,579 ) $ ( 17,697 )
+Added: Foreign 49,233 38,033 33,170
Total $ 28,630 $ 33,454 $ 15,473
2 unchanged sentences
2026 2025 2024
−Removed: $ 6,837 $ 5,319 $ 16,353
+Added: Federal $ 1,323 $ 6,837 $ 5,319
State ( 280 ) 261 ( 59 )
−Removed: 23,611 24,385 17,593
+Added: Foreign 26,522 23,611 24,385
Total Current 27,565 30,709 29,645
1 unchanged sentence
State 6 ( 155 ) ( 9 )
−Removed: 4,806 ( 3,323 ) 434
+Added: Foreign 2,924 4,806 ( 3,323 )
Total Deferred 2,779 ( 5,656 ) ( 2,364 )
Income tax expense $ 30,344 $ 25,053 $ 27,281
−Removed: (1) Current federal expense for fiscal year 2023 was primarily due to the Debt Exchange Transactions.
−Removed: Refer to " Note 15.
−Removed: Debt Arrangements " for further details regarding the Debt Exchange Transactions.
(1) Deferred federal expense for fiscal year 2025 was primarily due to release of a valuation allowance in the U.S.
from improved profitability.
−Removed: The difference between income tax expense based on income (loss) before income taxes and other items and the amount computed by applying the U.S.
+Added: The difference between income tax expense based on 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:
1 unchanged sentence
2026 2025 2024
−Removed: Tax benefit at U.S.
−Removed: statutory rate $ 7,025 $ 3,249 $ ( 4,750 )
−Removed: Effect of non-U.S.
−Removed: income taxes ( 2,602 ) 23 ( 3,418 )
−Removed: taxes on non-U.S.
−Removed: earnings 7,759 9,264 6,389
+Added: federal statutory tax rate 6,012 21.0 7,025 21.0 3,249 21.0
+Added: State and local income taxes, net of federal income tax effect (1)
+Added: ( 196 ) ( 0.7 ) 51 0.2 ( 102 ) ( 0.7 )
+Added: Foreign tax effects
+Added: Changes in valuation allowances 1,679 5.9 5,563 16.6 484 3.1
+Added: Exchange effects and currency translation ( 396 ) ( 1.4 ) ( 2,580 ) ( 7.7 ) 1,517 9.8
+Added: Other ( 351 ) ( 1.2 ) ( 2,492 ) ( 7.4 ) ( 792 ) ( 5.1 )
+Added: Exchange effects and currency translation ( 1,357 ) ( 4.7 ) 6,640 19.8 ( 2,307 ) ( 14.9 )
+Added: Hybrid dividends ( 3,073 ) ( 10.7 ) ( 3,142 ) ( 9.4 ) — —
Tax on unremitted foreign earnings 1,165 4.1 ( 2,264 ) ( 6.8 ) ( 426 ) ( 2.8 )
−Removed: Increase in reserves for uncertain tax positions 8,789 8,120 2,397
−Removed: Withholding tax expense 2,526 544 3,058
−Removed: Tax credits ( 6,482 ) ( 5,270 ) ( 3,853 )
−Removed: Tax incentives — — ( 2,280 )
+Added: Other 2,538 8.9 3,036 9.1 2,508 16.2
+Added: Changes in valuation allowances 36 0.1 ( 4,757 ) ( 14.2 ) 7,638 49.4
+Added: Exchange effects and currency translation 704 2.5 5,729 17.1 ( 4,683 ) ( 30.3 )
+Added: Other 1,910 6.7 2,965 8.9 ( 404 ) ( 2.6 )
Nondeductible interest 3,646 12.7 1,346 4.0 673 4.3
+Added: Other 1,333 4.7 1,606 4.8 77 0.5
+Added: Changes in valuation allowances ( 2,878 ) ( 10.1 ) ( 2,433 ) ( 7.3 ) 2,739 17.7
Exchange effects and currency translation 2,317 8.1 ( 361 ) ( 1.1 ) ( 810 ) ( 5.2 )
−Removed: Change in valuation allowance (1)
−Removed: ( 9,456 ) 15,340 30,412
+Added: Other 2,355 8.2 1,200 3.6 — —
+Added: Other foreign jurisdictions 3,179 11.1 2,844 8.5 ( 560 ) ( 3.6 )
+Added: Effect of cross-border tax laws
+Added: Global intangible low-taxed income 6,855 23.9 7,081 21.2 4,578 29.6
+Added: taxes on foreign earnings 2,467 8.6 509 1.5 4,240 27.4
+Added: Other 860 3.0 442 1.3 1,225 7.9
+Added: Foreign tax credits ( 7,270 ) ( 25.4 ) ( 4,308 ) ( 12.9 ) ( 4,999 ) ( 32.3 )
+Added: Other — — ( 42 ) ( 0.1 ) ( 39 ) ( 0.3 )
+Added: Changes in valuation allowances 524 1.8 ( 7,574 ) ( 22.6 ) 4,105 26.5
+Added: Nontaxable or nondeductible items 1,494 5.2 ( 1,243 ) ( 3.7 ) ( 2,396 ) ( 15.5 )
+Added: Changes in unrecognized tax benefits 7,614 26.6 8,789 26.3 9,585 61.9
Other, net ( 823 ) ( 2.9 ) 1,423 4.3 2,181 14.1
Income tax expense 30,344 106.0 25,053 74.9 27,281 176.3
−Removed: (1) The change in valuation allowance, is presented without exchange effects and currency translation, for the years ended March 31, 2025, 2024, and 2023.
−Removed: For the year ended March 31, 2023, the change in valuation allowance was primarily driven by $20,823 of deferred tax assets generated by the Debt Exchange Transactions for which the Company is not likely to realize a future benefit.
−Removed: Refer to " Note 15.
−Removed: Debt Arrangements " for further details regarding the Debt Exchange Transactions.
−Removed: For the year ended March 31, 2025, the improvement in the valuation allowance expense relates primarily to reductions in certain U.S.
−Removed: and African valuation allowances due to improved profitability.
−Removed: The following summarizes deferred tax assets (liabilities):
+Added: (1) The effects of individual state and local jurisdictions are immaterial.
+Added: The following summarizes the components of deferred tax assets (liabilities):
Deferred tax assets:
12 unchanged sentences
Right of use asset ( 7,567 ) ( 7,050 )
+Added: Unrealized exchange gains ( 4,176 ) —
Other ( 1,894 ) ( 2,989 )
Total deferred tax liabilities $ ( 45,244 ) $ ( 37,599 )
−Removed: Net deferred tax assets (liabilities) $ 4,752 $ ( 737 )
+Added: Net deferred tax assets $ 2,549 $ 4,752
The following summarizes the change in the valuation allowance for deferred tax assets:
−Removed: Balance at March 31, 2022 $ 32,641
−Removed: Changes to expenses (1)
−Removed: Changes to other comprehensive income ( 733 )
−Removed: Balance at March 31, 2023 59,506
−Removed: Changes to expenses 10,727
−Removed: Changes to other comprehensive income 158
−Removed: Balance at March 31, 2024 70,391
+Added: Years Ended March 31,
+Added: 2026 2025 2024
+Added: Balance, beginning of period $ 60,302 $ 70,391 $ 59,506
Changes to expenses (1)
+Added: 632 ( 10,081 ) 10,727
Changes to other comprehensive income ( 302 ) ( 8 ) 158
−Removed: Balance at March 31, 2025 $ 60,302
−Removed: (1) The change in valuation allowance, is presented without exchange effects and currency translation, for the years ended March 31, 2025, 2024, and 2023.
−Removed: For the years ended March 31, 2025, 2024, and 2023 respectively, the change was primarily driven by a reduction in the valuation allowance in the U.S., an increase in the valuation allowances across various African jurisdictions, and an increase in the valuation allowance related to $20,823 of deferred tax assets generated by the Debt Exchange Transactions for which the Company is not likely to realize a future benefit.
−Removed: Refer to " Note 15.
−Removed: Debt Arrangements " for further details regarding the Debt Exchange Transactions.
+Added: Balance, end of period $ 60,632 $ 60,302 $ 70,391
+Added: (1) For the years ended March 31, 2025 and 2024, respectively, the change was primarily driven by a reduction in the valuation allowance in the U.S.
+Added: and an increase in the valuation allowances across various African jurisdictions.
As of March 31, 2026, the Company had foreign net operating loss carryforwards of $ 55,740 , of which $ 34,096 relates to jurisdictions with definite lived carryforward periods and $ 21,644 relates to jurisdictions with indefinite lived carryforward periods.
2 unchanged sentences
can be completed without incurring material incremental U.S.
−Removed: However, repatriation of foreign earnings could subject the Company to U.S.
−Removed: state and non-U.S.
−Removed: jurisdictional taxes (including withholding taxes) on distributions or sales of minority owned investments.
+Added: However, repatriation of foreign earnings could subject the Company to domestic, state, or foreign jurisdictional taxes (including withholding taxes) on distributions or sales of minority owned investments.
The Company has not recorded a deferred tax liability for U.S.
6 unchanged sentences
Balance at April 1 $ 12,806 $ 16,892
−Removed: Increase (decrease) for prior year tax positions 2,989 7,100
+Added: Increase for prior year tax positions 5,208 2,989
Increase for current year tax positions 3,319 4,854
9 unchanged sentences
(1) As of March 31, 2026, $ 29,680 would impact the Company's effective tax rate, if recognized.
+Added: This includes indirect effects such as related valuation allowance releases.
Due to the Company’s global operations, numerous tax audits may be ongoing throughout the world at any point in time.
−Removed: The Company's income tax liabilities are based on estimates of potential income taxes due upon the conclusion of such audits and
−Removed: are updated to reflect changes in facts and circumstances, as they become known.
+Added: The Company ’ s income tax liabilities are based on estimates of potential 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.
The Company will record additional income tax expense or benefit in the period in which such resolution occurs or if estimates or judgments change.
−Removed: The Company believes it is reasonably possible that its unrecognized tax benefits may decrease by approximately $ 2,919 within the next twelve months from lapses in statutes of limitations.
The Company and its subsidiaries file a U.S.
5 unchanged sentences
In applicable jurisdictions, the Company’s tax attributes from prior periods remain subject to adjustment.
−Removed: Earnings (Loss) Per Share
−Removed: The following summarizes the computation of earnings (loss) per share:
+Added: Cash Paid for Income Taxes, Net
+Added: The following summarizes cash paid for income taxes (net of refunds) by jurisdiction:
Years Ended March 31,
2026 2025 2024
−Removed: Net income (loss) attributable to Pyxus International, Inc.
+Added: federal $ 1,621 $ 2,300 $ 6,438
+Added: Debt exchange — — 12,543
+Added: state and local ( 42 ) 92 299
1,579 2,392 19,280
+Added: Brazil $ 3,462 $ 3,895 $ ( 1,359 )
+Added: Indonesia 1,753 2,110 3,184
+Added: Malawi 3,027 1,402 542
+Added: Tanzania 973 5,389 1,235
+Added: Turkey 3,180 3,265 3,823
+Added: 6,466 12,648 8,339
+Added: $ 18,861 $ 28,709 $ 15,764
+Added: Total $ 20,440 $ 31,101 $ 35,044
+Added: (1) Includes amounts paid to settle certain income tax matters that were subject to litigation in various jurisdictions.
+Added: Earnings Per Share
+Added: The following summarizes the computation of earnings per share:
+Added: Years Ended March 31,
+Added: 2026 2025 2024
+Added: Net income attributable to Pyxus International, Inc.
+Added: $ 14,569 $ 15,166 $ 2,663
Basic weighted average shares outstanding 25,790 25,643 25,000
1 unchanged sentence
Diluted weighted average shares outstanding 25,957 25,667 25,000
−Removed: Earnings (loss) per share:
+Added: Earnings per share:
Basic $ 0.56 $ 0.59 $ 0.11
4 unchanged sentences
Escrow 1,953 3,534
−Removed: Other 98 2,686
+Added: Grants 458 3,116
Total $ 3,316 $ 7,290
−Removed: (1) Includes grants from a government entity.
−Removed: See " Note 23.
−Removed: Government Assistance " for additional information.
+Added: Trade Receivables, Net
+Added: Trade receivables are net of an allowance for expected credit losses.
+Added: The following summarizes activity in the allowance for expected credit losses:
+Added: Years Ended March 31,
+Added: 2026 2025 2024
+Added: Balance, beginning of period $ ( 24,035 ) $ ( 23,940 ) $ ( 24,730 )
+Added: Additions ( 160 ) ( 1,299 ) ( 1,535 )
+Added: Write-offs and other adjustments 7,316 1,204 2,325
+Added: Balance, end of period ( 16,879 ) ( 24,035 ) ( 23,940 )
+Added: Trade receivables 256,335 213,274 192,704
+Added: Trade receivables, net $ 239,456 $ 189,239 $ 168,764
Inventories, Net
−Removed: The following summarizes the composition of inventories, net:
+Added: The following summarizes the composition of inventories, net with the All Other category primarily composed of non-tobacco agricultural products:
Processed tobacco $ 507,380 $ 490,410
24 unchanged sentences
Purilum, LLC U.S.
−Removed: Produce flavor formulations and consumable e-liquids 50 % 4,589
+Added: Produce flavor formulations and consumable nicotine products 50 % 4,589
Siam Tobacco Export Corporation Ltd.
Thailand Purchase and process tobacco 49 % ( 6,098 )
−Removed: (1) Basis differences for the Company's equity method investments were primarily due to fair value adjustments recorded during the year ended March 31, 2021.
+Added: (1) Basis differences for the Company ’ s equity method investments are due to fair value adjustments recorded during fiscal 2021.
The following summarizes aggregate financial information for these equity method investments:
11 unchanged sentences
Variable Interest Entities
−Removed: The Company holds variable interests in multiple entities that primarily procure or process inventory or are securitization entities.
−Removed: 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:
1 unchanged sentence
Guaranteed amounts to variable interest entities (not to exceed) 18,483 15,995
+Added: See " Note 25.
+Added: Related Party Transactions " for the asset and liability balances associated with our equity investments.
+Added: See " Note 17 .
+Added: Secur itized Receivables " for the beneficial interests with certain of our securitization facilities.
Intangible Assets, Net
18 unchanged sentences
Amortization expense $ 4,431 $ 4,532 $ 4,631
−Removed: The following summarizes the estimated intangible asset amortization expense for the next five years and beyond:
−Removed: For Fiscal Years Ended Customer Relationships Technology (1)
+Added: The following summarizes the estimated intangible asset amortization expense for the next five fiscal years and beyond:
+Added: Customer Relationships Technology (1)
Trade Names Total
8 unchanged sentences
These estimates will change as new costs are incurred and until the software is placed into service.
−Removed: The following summarizes lease costs for operating leases:
+Added: The following summarizes lease costs:
Years Ended March 31,
3 unchanged sentences
Total lease costs $ 34,638 $ 29,047 $ 24,992
−Removed: The following summarizes weighted average information associated with the measurement of remaining operating leases:
+Added: The following summarizes the measurement of remaining operating lease terms and discount rates:
Weighted average remaining lease term 4.3 years 4.8 years
3 unchanged sentences
2026 2025 2024
−Removed: Cash paid for amounts included in the measurement of lease liabilities - operating cash flows used by operating leases $ 14,145 $ 15,764 $ 13,607
−Removed: Right-of-use assets obtained in exchange for new operating leases - noncash 3,964 10,444 9,967
−Removed: The following reconciles maturities of operating lease liabilities to the lease liabilities reflected in the consolidated balance sheets as of March 31, 2025:
+Added: Cash paid for amounts included in the measurement of lease liabilities:
+Added: Operating cash flows used for operating leases $ 14,664 $ 14,145 $ 15,764
+Added: Noncash investing activity:
+Added: Right-of-use assets obtained in exchange for new operating lease liabilities 12,164 3,964 10,444
+Added: F uture minimum lease payments required under operating lease agreements, including those with extended lease term options that are reasonably certain of being exercised, as of March 31, 2026 are summarized by fiscal year as follows:
+Added: Operating Leases
2027 $ 13,971
2 unchanged sentences
amounts related to imputed interest 11,261
−Removed: Present value of future minimum lease payments 28,098
−Removed: operating lease liabilities, current 8,514
−Removed: Operating lease liabilities, non-current $ 19,584
+Added: Present value of lease liabilities (1)
+Added: (1) This amount is comprised of $ 9,915 and $ 21,020 of current and noncurrent operating lease liabilities, respectively, included in the consolidated balance sheets.
Property, Plant, and Equipment, Net
8 unchanged sentences
(1) This balance was partially reduced by the disposition of certain fully depreciated assets during the year ended March 31 , 2026 .
−Removed: The following summarizes depreciation expense recorded in cost of goods and services sold and selling, general, and administrative expenses:
+Added: The following summarizes the classification of depreciation expense recorded in the consolidated statements of operations:
Years Ended March 31,
2 unchanged sentences
Depreciation expense recorded in selling, general, and administrative expenses 2,036 2,380 2,646
−Removed: Total depreciation $ 15,644 $ 14,452 $ 12,478
+Added: Total depreciation expense $ 16,256 $ 15,644 $ 14,452
Debt Arrangements
−Removed: The following table summarizes the Company’s debt financing as of the dates set forth below:
+Added: The following summarizes debt and notes payable:
Interest March 31, Long-Term Debt Repayment Schedule by Fiscal Year
−Removed: Rate 2025 2024 2026 2027 2028 2029 2030 Later
+Added: 2026 2025 2027 2028 2029 2030 2031 Later
Senior secured credit facility:
ABL Credit Facility 7.0 % $ — $ — $ — $ — $ — $ — $ — $ —
−Removed: $ — $ — $ — $ — $ — $ — $ — $ —
Senior secured notes:
1 unchanged sentence
8.5 % 146,662 145,820 — 146,662 — — — —
−Removed: 8.5% Notes Due 2027 (2)
−Removed: 145,820 178,146 — — 145,820 — — —
Senior secured term loans:
4 unchanged sentences
Other long-term debt 8.8 % — 12 — — — — — —
−Removed: 12 157 12 — — — — —
Notes payable (5)
7 unchanged sentences
Letters of credit $ 8,024 $ 7,790
−Removed: (1) Weighted average rate for the trailing twelve months ended March 31, 2025 or, for indebtedness outstanding only during a portion of such twelve-month period, for the portion of such period that such indebtedness was outstanding.
+Added: (1) Weighted average stated rate for the trailing twelve months ended March 31, 2026 or, for indebtedness outstanding only during a portion of such twelve-month period, for the portion of such period that such indebtedness was outstanding.
(2) Balance of $ 146,662 is net of a debt discount of $ 1,677 .
4 unchanged sentences
Total repayment at maturity is $ 120,205 .
−Removed: (5) Primarily seasonal lines of credit.
+Added: (5) Primarily foreign seasonal lines of credit.
Outstanding Senior Secured Debt
ABL Credit Facility
−Removed: Our wholly owned subsidiary, Pyxus Holdings, Inc.
+Added: The Company ’ s wholly owned subsidiary, Pyxus Holdings, Inc.
("Pyxus Holdings"), certain subsidiaries of Pyxus Holdings (together with Pyxus Holdings, the "Borrowers"), and the Company and its wholly owned subsidiary, Pyxus Parent, Inc.
−Removed: ("Pyxus Parent"), as guarantors, entered into an ABL Credit Agreement (as amended, the "ABL Credit Agreement"), dated as of February 8, 2022, by and among Pyxus Holdings, as Borrower Agent, the Borrowers and parent guarantors party thereto, the lenders party thereto, and PNC Bank, National Association, as Administrative Agent and Collateral Agent, which was subsequently amended on May 23, 2023 and October 24, 2023.
−Removed: Refer to " Note 27.
−Removed: Subsequent Events " for additional information regarding the Fourth Amendment to the ABL Credit Facility.
−Removed: The ABL Credit Agreement establishes an asset-based revolving credit facility (the "ABL Credit Facility"), the proceeds of which may be used to provide for the ongoing working capital and general corporate purposes of the Borrowers, the Company, Pyxus Parent, and their subsidiaries.
−Removed: The ABL Credit Facility may be used for revolving credit loans and letters of credit from time to time up to a maximum principal amount of $ 120,000 , subject to the limitations described below in this paragraph.
+Added: ("Pyxus Parent"), as parent guarantors, entered into an ABL Credit Agreement (as amended, the "ABL Credit Agreement"), dated as of February 8, 2022, by and among Pyxus Holdings, as Borrower Agent, the Borrowers and parent guarantors party thereto, the lenders party thereto, and PNC Bank, National Association, as Administrative Agent and Collateral Agent (the "ABL Agent"), which was subsequently amended on January 5, 2023, May 23, 2023, October 24, 2023, and May 12, 2025.
+Added: The ABL Credit Agreement establishes the ABL Credit Facility, an asset-based revolving credit facility the proceeds of which may be used to provide for the ongoing working capital and general corporate purposes of the Borrowers, the Company, Pyxus Parent, and their subsidiaries, and for other permitted purposes described in the ABL Credit Agreement.
+Added: The ABL Credit Facility may be used for revolving credit loans and letters of credit from time to time up to a maximum principal amount of $ 150,000 , subject to the borrowing base limitations described below in this paragraph.
The ABL Credit Facility includes a $ 20,000 uncommitted accordion feature that permits Pyxus Holdings, under certain conditions, to solicit the lenders under the ABL Credit Facility to provide additional revolving loan commitments to increase the aggregate amount of the revolving loan commitments under the ABL Credit Facility not to exceed a maximum principal amount of $ 170,000 .
−Removed: 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:
−Removed: • 85 % of eligible accounts receivable, plus
+Added: The amount available under the ABL Credit Facility is limited by a borrowing base consisting of certain eligible accounts receivable and the value of inventory, as reduced by specified reserves, as follows:
+Added: • 85 % of the book value of eligible accounts receivable, plus
• the lesser of (i) 85 % of the book value of Eligible Extended Terms Receivables (as defined in the ABL Credit Agreement) and (ii) $ 5,000 , plus
−Removed: • 90 % of eligible credit insured accounts receivable, plus
−Removed: • 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
−Removed: • applicable reserves.
+Added: • 90 % of eligible credit insured accounts receivable (to the extent the ABL Agent is named as a beneficiary or loss payee with respect to the applicable policy), plus
+Added: • 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, plus
+Added: • the least of (i) 70 % of the eligible foreign in-transit inventory valued at the lower of cost (based on a first-in first-out basis) and market value thereof (net of intercompany profits), (ii) 85 % of the net-orderly-liquidation value percentage of eligible foreign in-transit inventory, and (iii) $ 10,000 , minus
+Added: • applicable reserves established by the ABL Agent from time to time.
At March 31, 2026, no borrowings under the ABL Credit Facility were outstanding and $ 150,000 was available for borrowing under the ABL Credit Facility.
1 unchanged sentence
The ABL Credit Facility permits both base rate borrowings and borrowings based upon the Secured Overnight Financing Rate ("SOFR").
−Removed: Borrowings under the ABL Credit Facility bear interest at an annual rate equal to one, three, or six-month reserve-adjusted SOFR 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 25.0 basis points if the outstanding borrowings equal or exceed $ 60,000 and 37.5 basis points if the outstanding borrowings are less than $ 60,000 .
−Removed: As of March 31, 2025, there are no amounts outstanding under the ABL Credit Facility.
−Removed: 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.
+Added: Borrowings under the ABL Credit Facility bear interest at an annual rate equal to one, three, or six-month reserve-adjusted SOFR Rate plus 275 basis points or 175 basis points above base rate, as applicable, with a fee on unutilized commitments at an annual rate of 25.0 basis points.
+Added: 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 some or all of the commitments under the ABL Credit Facility in the amount of (i) 2% of the amount of commitments permanently reduced on or prior to May 12, 2026 and (ii) 1% of the amount of commitments permanently reduced on or prior to May 12, 2027 but after May 12, 2026.
+Added: No such termination fee is payable for reductions after May 12, 2027.
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.
2 unchanged sentences
Cash Dominion.
−Removed: 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 the greater of $ 10,000 or 10 % of the lesser of total commitments under the ABL Credit Facility at such time and the borrowing base at such time, or (iii) Domestic Availability (as defined in the ABL Credit Agreement) being less than the greater of $ 20,000 or 20 % of the lesser of total commitments under the ABL Credit Facility at such time and the borrowing base at such time, 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.
−Removed: 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, no event of default is continuing and, for a period of 30 consecutive days, Excess Availability is equal to or greater than the greater of $ 10,000 or 10 % of the lesser of total commitments under the ABL Credit Facility and the borrowing base, or (iii) if arising as a result of Domestic Availability being less than the threshold, no event of default is continuing and, for a period of 30 consecutive days, Domestic Availability is greater than the greater of $ 20,000 or 20 % of the lesser of total commitments under the ABL Credit Facility and the borrowing base.
−Removed: 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.
+Added: 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 the greater of $ 12,500 and 10 % of the lesser of total revolving loan commitments under the ABL Credit Facility at such time and the borrowing base at such time, or (iii) Domestic Availability (as defined in the ABL Credit Agreement) being less than the greater of $ 25,000 and 20 % of the lesser of total revolving loan commitments under the ABL Credit Facility at such time and the borrowing base at such time, 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.
+Added: 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, no event of default is continuing and, for a period of 30 consecutive days, Excess Availability is equal to or greater than the greater of $ 12,500 and 10 % of the lesser of total revolving loan commitments under the ABL Credit Facility and the borrowing base, or (iii) if arising as a result of Domestic Availability being less than the threshold, no event of default is continuing and, for a period of 30 consecutive days, Domestic Availability is greater than the greater of $25,000 and 20 % of the lesser of total revolving loan commitments under the ABL Credit Facility and the borrowing base.
+Added: 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 1.10 to 1.00 during any Dominion Period.
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:
6 unchanged sentences
• consolidate, merge, sell or otherwise dispose of all or substantially all of the Company’s assets,
−Removed: • enter into transactions with affiliates, and
+Added: • enter into transactions with affiliates,
+Added: • engage directly or indirectly in any business other than the businesses engaged in by the Company,
+Added: • directly or indirectly open, maintain or otherwise have accounts other than permitted accounts under the ABL Credit Agreement, and
• designate subsidiaries as Unrestricted Subsidiaries (as defined in the ABL Credit Agreement).
+Added: The ABL Credit Facility matures on May 12, 2030 or, if earlier, 90 days prior to the earliest maturity date of (i) the Company's existing senior secured notes and the senior secured term loans (each scheduled to mature on December 31, 2027) in the event any such notes or loans remain outstanding or (ii) any indebtedness that refinances any of the foregoing.
On March 31, 2026, the Borrowers were in compliance with the covenants under the ABL Credit Agreement.
16 unchanged sentences
Pyxus Term Loans
−Removed: Pursuant to the Exit Facility Exchange, on February 6, 2023, Pyxus Holdings entered into the Pyxus Term Loan Credit Agreement, dated as of February 6, 2023 (the "Pyxus Term Loan Credit Agreement"), by and among, Pyxus Holdings, the guarantors party thereto, the lenders party thereto and Alter Domus, as administrative agent and senior collateral agent, to establish a term loan credit facility in an aggregate principal amount of approximately $ 130,550 (the "Pyxus Credit Facility"),
−Removed: under which term loans in the full aggregate principal amount of the Pyxus Credit Facility (the "Pyxus Term Loans" and, together with the Intabex Term Loans, the "New Term Loans") were deemed made in exchange for 60.0 % of the outstanding principal amount of Exit Term Loans (including the applicable accrued and unpaid PIK interest thereon).
+Added: Pursuant to the Exit Facility Exchange, on February 6, 2023, Pyxus Holdings entered into the Pyxus Term Loan Credit Agreement, dated as of February 6, 2023 (the "Pyxus Term Loan Credit Agreement"), by and among, Pyxus Holdings, the guarantors party thereto, the lenders party thereto and Alter Domus, as administrative agent and senior collateral agent, to establish a term loan credit facility in an aggregate principal amount of approximately $ 130,550 (the "Pyxus Credit Facility"), under which term loans in the full aggregate principal amount of the Pyxus Credit Facility (the "Pyxus Term Loans" and, together with the Intabex Term Loans, the "Senior Secured Term Loans") were deemed made in exchange for 60.0 % of the outstanding principal amount of Exit Term Loans (including the applicable accrued and unpaid PIK interest thereon).
The Pyxus Term Loans bear interest, at Pyxus Holdings’ option, at either (i) a term SOFR rate (subject to a floor of 1.5 %) plus 8.0 % per annum or (ii) an alternate base rate plus 7.0 % per annum.
11 unchanged sentences
8.50 % Senior Secured Notes due 2027
−Removed: Pursuant to an exchange offer (the "Notes Exchange" and, together with the DDTL Facility Exchange and the Exit Facility Exchange, the "Debt Exchange Transactions") made by Pyxus Holdings and accepted by holders of approximately 92.7 % of the aggregate principal amount of the outstanding 10.0 % Senior Secured First Lien Notes due 2024 issued by Pyxus Holdings (the "2024 Notes") pursuant to that certain Indenture, dated as of August 24, 2020 (the "2024 Notes Indenture"), by and among Pyxus Holdings, the guarantors party thereto and the trustee, collateral agent, registrar and paying agent thereunder, on February 6, 2023, Pyxus Holdings issued approximately $ 260,452 in aggregate principal amount of 8.5 % Senior Secured Notes due December 31, 2027 (the "2027 Notes" and, together with the New Term Loans, the "New Secured Debt") to the exchanging holders of the 2024 Notes for an equal principal amount of 2024 Notes.
+Added: Pursuant to an exchange offer (the "Notes Exchange" and, together with the DDTL Facility Exchange and the Exit Facility Exchange, the "Debt Exchange Transactions") made by Pyxus Holdings and accepted by holders of approximately 92.7 % of the aggregate principal amount of the outstanding 10.0 % Senior Secured First Lien Notes due 2024 issued by Pyxus Holdings (the "2024 Notes") pursuant to that certain Indenture, dated as of August 24, 2020 (the "2024 Notes Indenture"), by and among Pyxus Holdings, the guarantors party thereto and the trustee, collateral agent, registrar and paying agent thereunder, on February 6, 2023, Pyxus Holdings issued approximately $ 260,452 in aggregate principal amount of 8.5 % Senior Secured Notes due December 31, 2027 (the "2027 Notes" and, together with the Senior Secured Term Loans, the "Senior Secured Term Debt") to the exchanging holders of the 2024 Notes for an equal principal amount of 2024 Notes.
The 2027 Notes were issued pursuant to the Indenture, dated as of February 6, 2023 (the "2027 Notes Indenture"), among Pyxus Holdings, the guarantors party thereto, and Wilmington Trust, National Association, as trustee, and Alter Domus, as collateral agent.
12 unchanged sentences
Guarantees and Collateral
−Removed: The obligations of Pyxus Holdings under the ABL Credit Agreement and the New Secured Debt are fully and unconditionally guaranteed by the Company, Pyxus Parent and all of the Company’s domestic subsidiaries and certain of the Company’s foreign subsidiaries, subject to certain limitations (the "Senior Secured Debt Obligors").
+Added: The obligations of Pyxus Holdings under the ABL Credit Agreement and the Senior Secured Term Debt are fully and unconditionally guaranteed by the Company, Pyxus Parent and all of the Company’s domestic subsidiaries and certain of the Company’s foreign subsidiaries, subject to certain limitations (the "Senior Secured Debt Obligors").
In addition, under the Intabex Term Loan Credit Facility, Intabex and Alliance One International Tabak B.V.
(which were obligors under the DDTL Term Loans) also guarantee the Intabex Credit Facility (together, the "Specified Intabex Obligors") but do not guarantee the 2027 Notes, the Pyxus Term Loans or obligations under the ABL Credit Agreement.
−Removed: In addition, certain assets of the Specified Intabex Obligors
−Removed: (which were pledged as collateral for the DDTL Term Loans) are pledged as collateral to secure the Intabex Term Loans (the "Intabex Collateral") but do not secure the 2027 Notes, the Pyxus Term Loans, or obligations under the ABL Credit Agreement.
+Added: In addition, certain assets of the Specified Intabex Obligors (which were pledged as collateral for the DDTL Term Loans) are pledged as collateral to secure the Intabex Term Loans (the "Intabex Collateral") but do not secure the 2027 Notes, the Pyxus Term Loans, or obligations under the ABL Credit Agreement.
On March 27, 2024, Alliance One International Tabak B.V.
was merged with and into Intabex.
−Removed: The Senior Secured Debt Obligors’ obligations under the ABL Credit Agreement are secured by (i) a first-priority senior lien the ABL Priority Collateral (as defined in the ABL/New Secured Debt Intercreditor Agreement (as defined below)), which includes certain accounts receivable and inventory and certain related intercompany notes, cash, deposit accounts, related general intangibles and instruments, certain other related assets and proceeds of the foregoing of the Senior Secured Debt Obligors, and (ii) a junior-priority lien on substantially all assets of the Senior Secured Debt Obligors other than certain exclusions and the ABL Priority Collateral.
−Removed: The New Secured Debt is secured by (i) a first-priority senior lien on substantially all assets of the Senior Secured Debt Obligors other than certain exclusions and the ABL Priority Collateral and (ii) a junior-priority lien on the ABL Priority Collateral.
+Added: The Senior Secured Debt Obligors’ obligations under the ABL Credit Agreement are secured by (i) a first-priority senior lien the ABL Priority Collateral (as defined in the ABL/Senior Secured Term Debt Intercreditor Agreement (as defined below)), which includes certain accounts receivable and inventory and certain related intercompany notes, cash, deposit accounts, related general intangibles and instruments, certain other related assets and proceeds of the foregoing of the Senior Secured Debt Obligors, and (ii) a junior-priority lien on substantially all assets of the Senior Secured Debt Obligors other than certain exclusions and the ABL Priority Collateral.
+Added: The Senior Secured Term Debt is secured by (i) a first-priority senior lien on substantially all assets of the Senior Secured Debt Obligors other than certain exclusions and the ABL Priority Collateral and (ii) a junior-priority lien on the ABL Priority Collateral.
The Intabex Term Loans are further secured by a first-priority lien on the Intabex Collateral.
−Removed: The obligations under the New Secured Debt share a single lien, held by Alter Domus, as senior collateral agent (the "Senior Collateral Agent"), on the Collateral (as defined below) subject to the payment waterfall pursuant to the intercreditor arrangements described below.
+Added: The obligations under the Senior Secured Term Debt share a single lien, held by Alter Domus, as senior collateral agent (the "Senior Collateral Agent"), on the Collateral (as defined below) subject to the payment waterfall pursuant to the intercreditor arrangements described below.
Intercreditor Agreements
−Removed: The priority of the obligations under the ABL Credit Agreement and the New Secured Debt are set forth in the two intercreditor agreements entered into in connection with consummation of the DDTL Facility Exchange, the Exit Facility Exchange and the Notes Exchange.
−Removed: ABL/New Secured Debt Intercreditor Agreement .
−Removed: On February 6, 2023, Pyxus Holdings, Inc., the guarantors party thereto, PNC Bank, National Association, as ABL Agent, Alter Domus, as Pyxus Term Loan Administrative Agent, Intabex Term Loan Administrative Agent and Senior Collateral Agent, and Wilmington Trust, National Association, as Senior Notes Trustee entered into an Amended and Restated ABL Intercreditor Agreement, dated as of February 6, 2023 (the "ABL/New Secured Debt Intercreditor Agreement") to provide for 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, the holders of obligations under the New Secured Debt, the guarantees thereof and certain related obligations.
−Removed: 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 senior liens on the ABL Priority Collateral, which includes 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, with the obligations under the New Secured Debt having junior-priority liens on the ABL Priority Collateral.
−Removed: Pursuant to the ABL/New Secured Debt Intercreditor Agreement, Pyxus Holdings’ collective obligations under the New Secured Debt, the guarantees thereof and certain related obligations have first-priority senior liens on the collateral that is not ABL Priority Collateral, including owned material real property in the U.S., capital stock of subsidiaries owned directly by Pyxus Holdings or a guarantor (other than the Intabex Collateral), 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 such collateral, other than real property.
+Added: The priority of the obligations under the ABL Credit Agreement and the Senior Secured Term Debt are set forth in the two intercreditor agreements entered into in connection with consummation of the DDTL Facility Exchange, the Exit Facility Exchange and the Notes Exchange.
+Added: ABL/Senior Secured Term Debt Intercreditor Agreement .
+Added: On February 6, 2023, Pyxus Holdings, Inc., the guarantors party thereto, PNC Bank, National Association, as ABL Agent, Alter Domus, as Pyxus Term Loan Administrative Agent, Intabex Term Loan Administrative Agent and Senior Collateral Agent, and Wilmington Trust, National Association, as Senior Notes Trustee entered into an Amended and Restated ABL Intercreditor Agreement, dated as of February 6, 2023 (the "ABL/Senior Secured Term Debt Intercreditor Agreement") to provide for 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, the holders of obligations under the Senior Secured Term Debt, the guarantees thereof and certain related obligations.
+Added: 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 senior liens on the ABL Priority Collateral, which includes 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, with the obligations under the Senior Secured Term Debt having junior-priority liens on the ABL Priority Collateral.
+Added: Pursuant to the ABL/Senior Secured Term Debt Intercreditor Agreement, Pyxus Holdings’ collective obligations under the Senior Secured Term Debt, the guarantees thereof and certain related obligations have first-priority senior liens on the collateral that is not ABL Priority Collateral, including owned material real property in the U.S., capital stock of subsidiaries owned directly by Pyxus Holdings or a guarantor (other than the Intabex Collateral), 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 such collateral, other than real property.
The ABL Credit Facility is not secured by real property.
Secured Debt Intercreditor Agreement .
−Removed: On February 6, 2023, the New Secured Debt Obligors, together with the representative for the holders of the New Secured Debt and the Senior Collateral Agent, entered into the Intercreditor and Collateral Agency Agreement, dated as of February 6, 2023 (the "New Secured Debt Intercreditor Agreement"), pursuant to which the Senior Collateral Agent, serves as joint collateral agent for the benefit of the holders of the 2027 Notes, the Pyxus Term Loans and the Intabex Term Loans with respect to all common collateral securing such indebtedness (the "Collateral";
−Removed: which excludes Intabex Collateral).
−Removed: The New Secured Debt Intercreditor Agreement provides that Collateral or proceeds thereof received in connection with or upon the exercise of secured creditor remedies will be distributed (subject to the provisions described in the next paragraph) first to holders of the New Secured Debt on a pro rata basis based on the aggregate principal amount of each class of New Secured Debt, and then to holders of future junior debt secured by such Collateral on a pro rata basis based on the aggregate principal amount of each class of future junior debt (and in each case permitted refinancing indebtedness thereof).
−Removed: Exercise of rights and remedies against the Collateral and certain rights in a bankruptcy or insolvency proceeding (including the right to object to debtor-in-possession financing or to credit bid) by the Senior Collateral Agent will be controlled first by the holders of a majority in principal amount of the New Term Loans (including, in any event, each holder holding at least 20.0 % of the New Term Loans as of February 6, 2023, provided such holder holds at least 15.0 % of the New Term Loans as of the date of determination), second, after repayment in full of the New Term Loans, by the holders of a majority in principal amount of the 2027 Notes and last, after repayment in full of the New Term Loans and the 2027 Notes, by holders of a majority in
−Removed: principal amount of any future junior debt secured by the Collateral.
+Added: On February 6, 2023, the Senior Secured Debt Obligors, together with the representative for the holders of the Senior Secured Term Debt and the Senior Collateral Agent, entered into the Intercreditor and Collateral Agency Agreement, dated as of February 6, 2023 (the "Senior Secured Term Debt Intercreditor Agreement"), pursuant to which the Senior Collateral Agent, serves as joint collateral agent for the benefit of the holders of the 2027 Notes, the Pyxus Term Loans and the Intabex Term Loans with respect to all common collateral securing such indebtedness (the "Collateral," which excludes Intabex Collateral).
+Added: The Senior Secured Term Debt Intercreditor Agreement provides that Collateral or proceeds thereof received in connection with or upon the exercise of secured creditor remedies will be distributed (subject to the provisions described in the next paragraph) first to holders of the Senior Secured Term Debt on a pro rata basis based on the aggregate principal amount of each class of Senior Secured Term Debt, and then to holders of future junior debt
+Added: secured by such Collateral on a pro rata basis based on the aggregate principal amount of each class of future junior debt (and in each case permitted refinancing indebtedness thereof).
+Added: Exercise of rights and remedies against the Collateral and certain rights in a bankruptcy or insolvency proceeding (including the right to object to debtor-in-possession financing or to credit bid) by the Senior Collateral Agent will be controlled first by the holders of a majority in principal amount of the Senior Secured Term Loans (including, in any event, each holder holding at least 20.0 % of the Senior Secured Term Loans as of February 6, 2023, provided such holder holds at least 15.0 % of the Senior Secured Term Loans as of the date of determination), second, after repayment in full of the Senior Secured Term Loans, by the holders of a majority in principal amount of the 2027 Notes and last, after repayment in full of the Senior Secured Term Loans and the 2027 Notes, by holders of a majority in principal amount of any future junior debt secured by the Collateral.
Any such future junior debt will be subject to certain customary waivers of rights in a bankruptcy or insolvency proceeding in favor of the Senior Collateral Agent, including, but not limited to, with respect to debtor-in-possession financing, adequate protection, and credit bidding.
−Removed: Related Party Transactions
−Removed: The Company, Pyxus Parent and Pyxus Holdings (collectively, the "Holding Companies") entered into a Support and Exchange Agreement, effective as of December 27, 2022 (as amended, including by joinders thereto, the "Support Agreement"), with a group of creditors, including Glendon Capital Management LP, Monarch Alternative Capital LP, Nut Tree Capital Management, L.P., Intermarket Corporation and Owl Creek Asset Management, L.P.
−Removed: on behalf of certain funds managed by them and/or certain of their advisory clients, as applicable (collectively, the "Supporting Holders"), holding in aggregate:
−Removed: • approximately 99.7 % of the DDTL Term Loans outstanding under the DDTL Credit Agreement,
−Removed: • approximately 68.1 % of the Exit Term Loans outstanding under the Exit Term Loan Credit Agreement, and
−Removed: • approximately 64.1 % of the 2024 Notes outstanding under the 2024 Notes Indenture.
−Removed: Pursuant to the Support Agreement, the Supporting Holders agreed to participate in the DDTL Facility Exchange, the Exit Facility Exchange, and the Notes Exchange, which were completed on February 6, 2023.
−Removed: Based on a Schedule 13D/A filed with the SEC on January 4, 2023 by Glendon Capital Management, L.P.
−Removed: (the "Glendon Investor"), Glendon Opportunities Fund, L.P.
−Removed: and Glendon Opportunities Fund II, L.P., Glendon Capital Management, L.P.
−Removed: 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.
−Removed: Based on a Schedule 13D/A filed with the SEC on January 23, 2023, by Monarch Alternative Capital LP (the "Monarch Investor"), 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.
−Removed: Based on a Schedule 13G/A filed with the SEC on February 10, 2022 by Owl Creek Asset Management, L.P.
−Removed: and Jeffrey A.
−Removed: Altman, Owl Creek Asset Management, L.P.
−Removed: is the investment manager of certain funds and reported beneficial ownership of 2,405 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.
−Removed: A representative of the Glendon Investor and a representative of the Monarch Investor served as directors of Pyxus at the time the Company and its applicable subsidiaries entered into the Initial DDTL Credit Facility Agreement, the amendments thereto (including the DDTL Credit Agreement) and the Support Agreement, effected borrowings under the Initial DDTL Credit Facility Agreement and the DDTL Credit Agreement and commenced the DDTL Facility Exchange, the Exit Facility Exchange and the Notes Exchange.
−Removed: On March 21, 2024, Pyxus Holdings entered into an agreement (the "Debt Repurchase Agreement") with funds affiliated with the Monarch Investor to purchase $ 77,922 of aggregate principal amount of their holdings in the 2027 Notes for $ 60,000 , a 23.0 % discount to par value, plus accrued and unpaid interest and specified customary fees.
−Removed: The purchase of $ 77,922 aggregate principal amount of the 2027 Notes for a total of $ 62,339 (including fees and accrued and unpaid interest) was completed on March 28, 2024.
−Removed: The Debt Repurchase Agreement also included the right of Pyxus Holdings, at its option, to purchase from such holders an additional $ 34,191 aggregate principal amount of the 2027 Notes for $ 26,327 , a 23.0 % discount to par value, plus accrued and unpaid interest, and $ 10,345 aggregate principal amount of the Pyxus Term Loans for $ 9,104 , a 12.0 % discount to par value, plus accrued and unpaid interest.
−Removed: On April 12, 2024, Pyxus Holdings exercised its right to complete these repurchases by September 30, 2024.
−Removed: On May 31, 2024, Pyxus Holdings completed the purchase of $ 10,345 of aggregate principal amount of the Pyxus Term Loans for a total of $ 9,435 (including accrued and unpaid interest).
−Removed: On August 2, 2024, Pyxus Holdings completed the purchase of $ 34,191 of aggregate principal amount of the 2027 Notes for a total of $ 26,707 (including accrued and unpaid interest).
−Removed: The Debt Repurchase Agreement and the transactions contemplated thereunder 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.
−Removed: Refer to " Note 25.
−Removed: Related Party Transactions " for additional information.
Other Outstanding Debt
−Removed: The 2024 Notes bore interest at a rate of 10.0 % per year, payable semi-annually in arrears in cash on February 15 and August
−Removed: 15 of each year.
−Removed: On August 26, 2024, upon maturity of the 2024 Notes, Pyxus Holdings paid $ 20,442 , which included $ 51 for accrued and unpaid interest, to retire the 2024 Notes.
−Removed: Seasonal Lines of Credit
+Added: Foreign Seasonal Lines of Credit
Excluding its long-term credit agreements, the Company has typically financed its foreign operations with committed and uncommitted short-term seasonal lines of credit arrangements with a number of banks.
2 unchanged sentences
These loans are generally renewed at the outset of each tobacco season.
−Removed: Certain of the seasonal lines of credit are guaranteed by the Company and certain of its subsidiaries.
+Added: Certain of the seasonal lines of credit are secured by trade receivables and inventories as collateral and are guaranteed by the Company and certain of its subsidiaries.
At March 31, 2026, the total borrowing capacity under individual seasonal lines of credit range up to $ 170,000 .
−Removed: At March 31, 2025 and 2024, the Company was permitted to borrow under seasonal lines of credit, including letters of credit, up to a total of $ 918,372 and $ 776,756 , respectively, subject to limitations under the ABL Credit Agreement and the agreements governing the New Secured Debt.
+Added: At March 31, 2026 and 2025, the Company was permitted to borrow under foreign seasonal lines of credit, including letters of credit, up to a total of $ 1,064,468 and $ 918,372 , respectively, subject to limitations under the ABL Credit Agreement and the agreements governing the Senior Secured Term Debt.
The weighted average variable interest rate for the years ended March 31, 2026 and 2025 was 8.8 % and 9.4 %, respectively.
1 unchanged sentence
At March 31, 2026 and 2025, respectively, $ 107 and $ 542 of cash was held on deposit as a compensating balance.
−Removed: At March 31, 2025, the Company and its subsidiaries were in compliance with the covenants associated with the short-term seasonal lines of credit.
+Added: At March 31, 2026, the Company and its subsidiaries were in compliance with the covenants associated with the short-term foreign seasonal lines of credit.
Securitized Receivables
3 unchanged sentences
This facility requires a minimum level of deferred purchase price be retained by the Company in connection with the sales of the receivables to the unaffiliated financial institution.
−Removed: The Company continues to service, administer, and collect the receivables on behalf of the special purpose entity and receives a servicing fee of 0.5 % of serviced receivables per annum.
−Removed: As the Company estimates the expected fee it receives in return for its obligation to service these receivables is at fair value, no servicing assets or liabilities are recognized.
−Removed: Servicing fees are recorded as a reduction of selling, general, and administrative expenses within the statements of consolidated operations.
−Removed: As of March 31, 2025, the investment limit of this facility was $ 160,000 of trade receivables.
+Added: The Company continues to service, administer, and coll ect the receivables on behalf of the special purpose entity and receives a servicing fee of 0.5 % of serviced receivables per annum.
+Added: The Company estimates the expected fee it receives in return for its obligation to service these receivables reflects fair value, and accordingly, n o servicing assets or liabilities are recognized.
+Added: Servicing fees are recorded as a reduction of selling, general, and administrative expenses within the consolidated statements of operations.
+Added: Under this facility, the Company may request a temporary increase in the investment limit up to an additional $ 40,000 , applicable only for the period from January 1, 2026 through May 31, 2026.
+Added: As of March 31, 2026, the investment limit of this facility was $ 160,000 of trade receivables, inclusive of the temporary increase.
Under the second facility, the Company offers trade receivables for sale to an unaffiliated financial institution, which are then subject to acceptance by the unaffiliated financial institution.
Following the sale and transfer of the receivables to the unaffiliated financial institution, the receivables are isolated from the Company and its affiliates, and effective control of the receivables is passed to the unaffiliated financial institution, which has all rights, including the right to pledge or sell the receivables.
−Removed: Although the Company continues to service, administer, and collect the receivables on behalf of the unaffiliated financial institution, the Company does not receive a servicing fee, and as a result, has established a servicing liability based upon unobservable inputs, primarily discounted cash flow.
+Added: Although the Company continues to service, administer, and collect the receivables on behalf of the unaffiliated financial institution, the Company does not receive a servicing fee, and as a result, has established a servicing liability based
+Added: upon unobservable inputs, primarily discounted cash flow.
As of March 31, 2026, the investment limit under the second facility was $ 160,000 of trade receivables.
As servicer for the Finacity Facility and the second facility, the Company may receive funds that are due to the unaffiliated financial institutions which are net settled on the next settlement date.
−Removed: As of March 31, 2025 and 2024, trade receivables, net in the consolidated balance sheets has been reduced by $ 2,190 and $ 15,036 as a result of the net settlement, respectively.
−Removed: As of March 31, 2025 and 2024, accrued expenses and other current liabilities in the consolidated balance sheets includes $ 0 and $ 10,279 of net payables for the Finacity Facility, respectively.
−Removed: Refer to " Note 19.
+Added: As of March 31, 2026 and 2025, trade receivables, net in the consolidated balance sheets have been reduced by $ 13,610 and $ 2,190 as a result of the net settlement, respectively.
+Added: See " Note 20.
Fair Value Measurements " for additional information.
2 unchanged sentences
As of March 31, 2026, the investment limits under these other facilities were variable based on qualifying sales.
−Removed: The following summarizes the Company's accounts receivable outstanding in the securitization facilities, which represents trade receivables sold into the program that have not been collected from the customer, and related beneficial interests, which represents the Company's residual interest in receivables sold that have not been collected from the customer:
+Added: The following summarizes the Company ’ s accounts receivable outstanding in the securitization facilities, which represents trade receivables sold into the program that have not been collected from the customer, and related beneficial interests, applicable only to the first and second facilities, which represents the Company ’ s residual interest in receivables sold that have not been collected from the customer:
Receivables outstanding in facility $ 341,679 $ 355,246
Beneficial interest 29,034 29,354
−Removed: Cash proceeds from the sale of trade receivables is comprised of a combination of cash and a deferred purchase price receivable.
−Removed: Deferred purchase price receivable is realized after the collection of the underlying trade receivables sold by the purchasers.
−Removed: The following summarizes the Company's cash purchase price and deferred purchase price:
+Added: Cash proceeds from the sale of trade receivables are comprised of an initial cash payment received at the time of transfer and a deferred purchase price receivable, applicable only to the first and second facilities, which represents the Company's right to receive the remaining consideration upon collection of the underlying trade receivables by the purchasers.
+Added: The following summarizes the Company ’ s cash collections from both the initial cash proceeds and the deferred purchase price receivable:
Years Ended March 31,
2026 2025 2024
−Removed: Cash proceeds:
−Removed: Cash purchase price $ 981,560 $ 649,680 $ 696,404
−Removed: Deferred purchase price 188,312 175,911 165,262
−Removed: In certain markets, the Company guarantees bank loans for suppliers to finance their crops.
−Removed: The Company also guarantees bank loans of certain unconsolidated subsidiaries.
−Removed: The following summarizes amounts guaranteed and the fair value of those guarantees:
+Added: Cash collections from:
+Added: Initial proceeds $ 842,093 $ 981,560 $ 649,680
+Added: Deferred purchase price receivable 200,684 188,312 175,911
+Added: In certain sourcing regions, the Company guarantees bank loans for suppliers to finance their crops.
+Added: The Company also guarantees bank loans of certain unconsolidated affiliates.
+Added: See " Note 20.
+Added: Fair Value Measurements " for the fair value of the Company ’ s guarantee liability and corresponding fair value classification.
+Added: The following summarizes amounts guaranteed:
Amounts guaranteed (not to exceed) $ 119,728 $ 110,660
1 unchanged sentence
92,550 80,045
−Removed: Fair value of guarantees 6,459 5,097
Amounts due to local banks on behalf of suppliers for government subsidized rural credit financing 10,204 13,787
1 unchanged sentence
Derivative Financial Instruments
−Removed: The Company uses forward or option currency contracts to manage risks associated with foreign currency exchange rates on foreign operations.
−Removed: These contracts are for green tobacco purchases, processing costs, and selling, general, and administrative expenses.
−Removed: The Company recorded a net (loss) gain of $( 2,411 ), $ 6,356 , and $ 6,764 from its derivative financial instruments in cost of goods and services sold for the years ended March 31, 2025, 2024, and 2023, respectively.
−Removed: As of March 31, 2025 and 2024, accumulated other comprehensive income includes $ 132 and $( 2,860 ), respectively, net of $( 92 ) and $ 1,021 of tax, respectively, for net unrealized gains and (losses) related to designated cash flow hedges.
−Removed: As of March 31, 2025, the Company recorded current derivative assets of $ 982 , included within other current assets, and current derivative liabilities of $ 57 , included within accrued expenses and other current liabilities.
−Removed: There were no derivative assets or liabilities outstanding as of March 31, 2024.
−Removed: Refer to " Note 19.
−Removed: Fair Value Measurements " for additional information.
+Added: As of March 31, 2026 and 2025, the Company ’ s derivative financial instruments outstanding were designated as cash flow hedges and were primarily used to hedge Brazilian real denominated purchases of green tobacco and the related processing costs.
+Added: See " Note 23.
+Added: Accumulated Other Comprehensive Income " for a summary of cash flow hedging activity within accumulated other comprehensive income.
+Added: See " Note 20.
+Added: Fair Value Measurements " for the fair values of the Company ’ s outstanding derivative assets and liabilities and corresponding fair value classifications.
The following summarizes the U.S.
dollar notional amount of derivative contracts outstanding:
−Removed: Dollar notional outstanding $ 49,500 $ —
+Added: Foreign currency exchange contracts $ 54,100 $ 49,500
+Added: The following summarizes the impact of foreign currency exchange contracts designated as cash flow hedges ("hedged derivatives") and non-designated hedges ("non-hedged derivatives") within cost of goods and services sold in the consolidated statements of operations:
+Added: Years Ended March 31,
+Added: 2026 2025 2024
+Added: Foreign currency exchange contracts gains (losses), net from:
+Added: Hedged derivatives $ 4,022 $ ( 2,411 ) $ 6,356
+Added: Non-hedged derivatives (1)
+Added: (1) There were foreign currency exchange contracts not designated as hedging instruments (related to the Malawian kwacha) outstanding during the year ended March 31, 2026, but all had expired or settled by period end.
Fair Value Measurements
3 unchanged sentences
These three levels of inputs create the following fair value hierarchy:
−Removed: • Level 1 inputs - Quoted prices in active markets for identical assets or liabilities.
−Removed: • Level 2 inputs - Quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, and observable inputs (other than quoted prices) for the assets or liabilities.
−Removed: • Level 3 inputs - Unobservable inputs for the assets or liabilities.
−Removed: The following summarizes assets and liabilities measured at fair value on a recurring basis:
−Removed: Level 2 Level 3 Total Assets /
−Removed: at Fair Value Level 2 Level 3 Total Assets /
−Removed: at Fair Value
+Added: • Level 1 inputs are quoted prices in active markets for identical assets or liabilities.
+Added: • Level 2 inputs include data points that are observable such as quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other data points that are observable (other than quoted prices) or can be corroborated by observable market data.
+Added: • Level 3 inputs are unobservable data points that are supported by little or no market activity, which requires management of the Company to develop its own assumptions.
+Added: The following summarizes the fair value of the Company's financial assets and liabilities measured on a recurring basis, along with their corresponding level within the fair value hierarchy:
+Added: Level 2 Level 3 Total at Fair Value Level 2 Level 3 Total at Fair Value
Financial assets:
26 unchanged sentences
The borrowing rates were weighted by average loans outstanding.
−Removed: Reconciliation of Change in Recurring Level 3 Balances
The following summarizes the changes in Level 3 instruments measured on a recurring basis.
−Removed: Securitized Beneficial Interests Long-Term Debt Guarantees
−Removed: Beginning balance at March 31, 2023 $ 19,522 $ 514 $ 5,262
−Removed: Sales of receivables/issuance of guarantees 162,229 — 7,184
−Removed: Settlements ( 154,659 ) ( 354 ) ( 4,801 )
−Removed: Losses recognized in earnings ( 12,056 ) — ( 2,548 )
−Removed: Ending balance at March 31, 2024 $ 15,036 $ 160 $ 5,097
−Removed: Sales of receivables/issuance of guarantees 244,886 — 7,639
+Added: Years Ended March 31,
+Added: Securitized Beneficial Interests Long-Term Debt Guarantees Securitized Beneficial Interests Long-Term Debt Guarantees
+Added: Balance, beginning of period $ 29,354 $ 12 $ 6,459 $ 15,036 $ 160 $ 5,097
+Added: Issuances 198,567 — 8,026 244,886 — 7,639
Settlements ( 189,786 ) ( 12 ) ( 3,798 ) ( 212,964 ) ( 148 ) ( 2,421 )
Losses recognized in earnings ( 9,101 ) — ( 3,150 ) ( 17,604 ) — ( 3,856 )
−Removed: Ending balance at March 31, 2025 $ 29,354 $ 12 $ 6,459
−Removed: Total losses included in earnings for the years ended March 31, 2025, 2024 and 2023 were $ 1,633 , $ 1,027 , and $ 659 on securitized beneficial interests and were attributable to changes in unrealized losses relating to assets held at the respective dates.
−Removed: Gains and losses included in earnings are reported in other expense, net.
−Removed: Information about Fair Value Measurements Using Significant Unobservable Inputs
+Added: Balance, end of period $ 29,034 $ — $ 7,537 $ 29,354 $ 12 $ 6,459
The following summarizes significant unobservable inputs and the valuation techniques utilized:
+Added: Year Ended March 31, 2026
Valuation Technique Unobservable Input Range (Weighted Average)
2 unchanged sentences
Guarantees Historical Loss Historical Loss 1.2 % to 39.1 %
+Added: Year Ended March 31, 2025
Valuation Technique Unobservable Input Range (Weighted Average)
10 unchanged sentences
Pension Plan assets and the reclassification of $ 3,511 unrecognized net pension losses, net of $ 1,170 tax benefit, within accumulated other comprehensive income into the Company's consolidated statements of operations.
−Removed: The Company terminated one of its defined benefit pension plans in the U.S.
−Removed: Pension Plan") during the year ended March 31, 2023.
−Removed: The Company settled benefits with vested participants that elected a lump sum payout and made a cash contribution of $ 5,300 to fully fund the U.S.
−Removed: Pension Plan liabilities that was used to purchase a group annuity contract to administer payments to the remaining U.S.
−Removed: Pension Plan participants.
−Removed: The Company recorded a noncash pension settlement charge of $ 2,588 for the year ended March 31, 2023, which included the recognition of unrecognized net pension gains within accumulated other comprehensive income into the Company's consolidated statements of operations.
The following summarizes benefit obligations, plan assets, and funded status for the defined benefit pension plans:
4 unchanged sentences
Interest cost 1,559 1,003 2,562
+Added: Plan amendments — 15 15
Actuarial losses (gains) 765 ( 666 ) 99
15 unchanged sentences
Interest cost 1,679 1,038 2,717
−Removed: Actuarial (gains) losses ( 538 ) 7,743 7,205
+Added: Actuarial losses (gains) 838 ( 1,132 ) ( 294 )
Plan settlements — ( 224 ) ( 224 )
6 unchanged sentences
Plan settlements — ( 224 ) ( 224 )
−Removed: Effects of currency translation — 485 485
Benefits paid ( 3,334 ) ( 1,561 ) ( 4,895 )
21 unchanged sentences
Prior service cost $ ( 32 ) $ — $ ( 32 )
−Removed: Net actuarial gains 5,883 1,992 7,875
+Added: Net actuarial gain 11,738 1,209 12,947
Deferred taxes ( 109 ) ( 40 ) ( 149 )
Balance at March 31, 2024 $ 11,597 $ 1,169 $ 12,766
−Removed: Prior service cost $ 50 $ — $ 50
−Removed: Net actuarial gains 5,855 ( 783 ) 5,072
+Added: Prior service credit $ 13 $ — $ 13
+Added: Net actuarial (loss) gain ( 100 ) 28 ( 72 )
Deferred taxes ( 118 ) ( 73 ) ( 191 )
1 unchanged sentence
Prior service cost $ ( 19 ) $ — $ ( 19 )
−Removed: Net actuarial gains 11,738 1,209 12,947
+Added: Net actuarial gain 11,638 1,237 12,875
Deferred taxes ( 227 ) ( 113 ) ( 340 )
1 unchanged sentence
Prior service cost $ ( 10 ) $ — $ ( 10 )
−Removed: Net actuarial gains ( 100 ) 28 ( 72 )
+Added: Net actuarial loss ( 2,641 ) ( 281 ) ( 2,922 )
Deferred taxes 518 122 640
1 unchanged sentence
Prior service cost $ ( 29 ) $ — $ ( 29 )
−Removed: Net actuarial gains 11,638 1,237 12,875
+Added: Net actuarial gain 8,997 956 9,953
Deferred taxes 291 9 300
7 unchanged sentences
Expected long-term rate of return on plan assets Not applicable Not applicable Not applicable 5.04 % 4.35 % 4.20 %
−Removed: Interest crediting rate Not applicable Not applicable 4.28 % Not applicable Not applicable Not applicable
The following weighted average assumptions were used to determine the benefit obligations for the pension plans:
7 unchanged sentences
Cash and cash equivalents 42.3 % 96.1 %
−Removed: Equity securities — % 57.7 %
Debt securities 53.2 % — %
10 unchanged sentences
Real estate and other (1)
−Removed: 883 — 1,045 1,045
Total $ 19,835 $ 18,934 $ 22,421 $ 21,538
11 unchanged sentences
Benefit obligation, ending 3,232 1,868 5,100
+Added: Fair value of plan assets, beginning $ — $ — $ —
+Added: Employer contributions 179 145 324
+Added: Benefits paid ( 179 ) ( 145 ) ( 324 )
+Added: Fair value of plan assets, ending $ — $ — $ —
Funded status of the plan $ ( 3,232 ) $ ( 1,868 ) $ ( 5,100 )
10 unchanged sentences
Effect of currency translation — ( 199 ) ( 199 )
−Removed: Actuarial losses 160 472 632
+Added: Actuarial (gains) losses ( 177 ) 19 ( 158 )
Benefits paid ( 156 ) ( 143 ) ( 299 )
Benefit obligation, ending 3,371 1,386 4,757
+Added: Fair value of plan assets, beginning $ — $ — $ —
+Added: Employer contributions 156 143 299
+Added: Benefits paid ( 156 ) ( 143 ) ( 299 )
+Added: Fair value of plan assets, ending $ — $ — $ —
Funded status of the plan $ ( 3,371 ) $ ( 1,386 ) $ ( 4,757 )
37 unchanged sentences
Other Matters
−Removed: In addition to the above-mentioned matter, certain of the Company’s subsidiaries are involved in other litigation or legal matters incidental to their business activities, including tax matters.
+Added: In addition to the above-mentioned matter, the Company or certain of its subsidiaries are involved in other litigation or legal matters incidental to their business activities, including tax matters.
While the outcome of these matters cannot be predicted with certainty, they are being vigorously defended and the Company does not currently expect that any of them will have a material adverse effect on its business or financial position.
However, should one or more of these matters be resolved in a manner adverse to its current expectation, the effect on the Company’s results of operations for a particular fiscal reporting period could be material.
−Removed: Other Comprehensive Income (Loss)
+Added: Accumulated Other Comprehensive Income
The following summarizes changes in each component of accumulated other comprehensive income, net of tax, attributable to the Company:
2 unchanged sentences
Other comprehensive income (loss) before reclassifications 700 ( 4,436 ) 1,698 ( 2,038 )
−Removed: Amounts reclassified to net loss, net of tax — 134 ( 4,527 ) ( 4,393 )
−Removed: Other comprehensive income (loss), net of tax 2,481 2,007 ( 2,777 ) 1,711
−Removed: Balances at March 31, 2023 $ ( 6,392 ) $ 8,335 $ 3,572 $ 5,515
−Removed: Other comprehensive income (loss) before reclassifications 700 ( 4,436 ) 1,698 ( 2,038 )
Amounts reclassified to net income, net of tax — 8,867 ( 4,558 ) 4,309
5 unchanged sentences
Balances at March 31, 2025 $ ( 6,045 ) $ 12,516 $ 844 $ 7,315
−Removed: The following summarizes amounts by component, reclassified from accumulated other comprehensive income to net income (loss):
+Added: Other comprehensive income (loss) before reclassifications 1,366 ( 1,570 ) 2,819 2,615
+Added: Amounts reclassified to net income, net of tax ( 430 ) ( 722 ) ( 2,655 ) ( 3,807 )
+Added: Other comprehensive income (loss), net of tax 936 ( 2,292 ) 164 ( 1,192 )
+Added: Balances at March 31, 2026 $ ( 5,109 ) $ 10,224 $ 1,008 $ 6,123
+Added: The following summarizes amounts by component, reclassified from accumulated other comprehensive income to net income:
Years Ended March 31, Affected Line Item in the Consolidated Statements of Operations
+Added: 2026 2025 2024
Pension and postretirement plans (1) :
−Removed: Settlement loss $ — $ 4,681 Loss on pension settlement
−Removed: Actuarial (gain) loss ( 581 ) 6,780 Interest expense
−Removed: Amortization of prior service cost 3 4 Interest expense
+Added: Settlement (gain) loss $ ( 283 ) $ — $ 4,681 Gain (loss) on pension settlement
+Added: Actuarial (gain) loss ( 583 ) ( 581 ) 6,780 Interest expense, net
+Added: Amortization of prior service cost 2 3 4 Interest expense, net
Amounts reclassified from equity to the income statement, gross ( 864 ) ( 578 ) 11,465
4 unchanged sentences
2026 2025 2024
−Removed: Loss (gain) on forward foreign exchange contracts designated as cash flow hedges $ 3,185 $ ( 6,356 ) $ ( 6,764 ) Cost of goods and services sold;
+Added: (Gain) loss on foreign exchange contracts designated as cash flow hedges $ ( 4,022 ) $ 3,185 $ ( 6,356 ) Cost of goods and services sold;
selling, general, and administrative expenses (1)
Amounts reclassified from equity to the income statement, gross ( 4,022 ) 3,185 ( 6,356 )
−Removed: Tax effects of amounts reclassified from accumulated other comprehensive income to net income (loss) ( 827 ) 1,798 2,237
+Added: Tax effects of amounts reclassified from accumulated other comprehensive income to net income 1,367 ( 827 ) 1,798
Amounts reclassified from equity to the income statement, net $ ( 2,655 ) $ 2,358 $ ( 4,558 )
−Removed: (1) For the year ended March 31, 2025, $ 2,411 was included in cost of goods and services sold and $ 774 was included in selling, general, and administrative expenses.
−Removed: For the years ended March 31, 2024 and 2023, the gains were included in cost of goods and services sold.
−Removed: Government Assistance
−Removed: In fiscal year 2024, the Company partnered with the U.S.
−Removed: Agency for International Development ("USAID") to support programs that promote sustainable agriculture developments in certain markets.
−Removed: In conjunction with this partnership, USAID awarded a total of $ 16,600 in grants to be received over a five-year period based on the achievement of certain agreed-upon milestones.
−Removed: The grants awarded are governed by a fixed-amount cooperative agreement that outlines how the funds should be used, which includes providing crop financing to farmers, acquiring capital assets, and funding certain operating expenses to achieve desired outcomes.
−Removed: Following the U.S.
−Removed: Executive Order titled "Reevaluating and Realigning U.S.
−Removed: Foreign Aid" of January 20, 2025, the grant award was terminated effective February 25, 2025 and the Company is in the process of utilizing the remaining funds from USAID.
−Removed: The termination of the cooperative agreement did not have a material impact on the Company's consolidated financial condition, results of operations, or cash flows.
−Removed: During the years ended March 31, 2025 and 2024, the Company received $ 3,840 and $ 4,900 , respectively, in cash grants from USAID.
+Added: (1) All amounts recorded in cost of goods and services sold, except during the year ended March 31, 2025, when $ 2,411 was recorded in cost of goods and services sold and $ 774 was recorded in selling, general, and administrative expenses.
Equity-Based Compensation
5 unchanged sentences
Such performance-based restricted stock units were 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.
−Removed: performance criteria for these performance-based stock units were not satisfied at the threshold level for the three-year measurement period ended March 31, 2024 and all such performance-based stock units were forfeited.
−Removed: During the year ended March 31, 2025, the Company recognized total equity-based compensation expense of $ 4,110 , which is recorded in selling, general, and administrative expenses within the consolidated statements of operations.
−Removed: The modified time-vesting restricted stock units accounted for $ 3,263 of the total equity-based compensation recognized year-to-date to reflect the cumulative catch-up required on the Modification Date.
−Removed: No equity-based compensation expense was recognized in the years ended March 31, 2024 and 2023.
+Added: The performance criteria for these performance-based stock units were not satisfied at the threshold level for the three-year measurement period ended March 31, 2024 and all such performance-based stock units were forfeited.
Restricted Stock Units
−Removed: Restricted stock units granted under the Incentive Plan in the fiscal year ended March 31, 2025 are earned ratably, subject to continued employment, from the date of the award to March 31, 2027 for awards to employees and are earned, subject to continued service, from the date of the award to the earlier of August 15, 2025 or the Company's next annual shareholders meeting for awards to certain members of the Board of Directors of Pyxus.
−Removed: Restricted stock units vest upon the earlier of March 31, 2031 or upon the occurrence of a change-in-control event or the listing of Pyxus' common stock in certain stock exchanges (a "liquidity event").
+Added: Restricted stock units granted under the Incentive Plan on or after the Modification Date are earned ratably for certain employees, subject to their continued employment, from the date of the award to March 31, 2027, and for certain non-employee directors, subject to continued board service, from the date of the award to the Company ’ s next annual meeting of shareholders.
+Added: Restricted stock units vest upon the earlier of March 31, 2031 or the occurrence of certain corporate events as specified in the restricted stock unit award agreement.
The following summarizes activity for restricted stock units:
4 unchanged sentences
Nonvested, March 31, 2025
+Added: Granted 85 4.23
+Added: Canceled or forfeited ( 60 ) 3.50
+Added: Nonvested, March 31, 2026
(1) The weighted average grant date fair value per share is as of the Modification Date, the date at which these outstanding units were fully earned for vesting.
−Removed: Unrecognized compensation costs for restricted stock units were $ 1,851 as of March 31, 2025 , and are expected to be recognized over a weighted average period of 1.96 years, representing the weighted average remaining service period related to the awards, subject to adjustments for actual forfeitures.
+Added: The following summarizes equity-based compensation expense for restricted stock units:
+Added: Years Ended March 31,
+Added: 2026 2025 (1)
+Added: Equity-based compensation expense $ 1,022 $ 4,110 $ —
+Added: (1) The amount recorded during the year ended March 31, 2025 included the impact of a cumulative catch-up adjustment of $ 3,263 due to the modification on May 10, 2024 of awards then outstanding under the Incentive Plan.
+Added: Unrecognized compensation cost for restricted stock units is $ 979 as of March 31, 2026 , and is expected to be recognized over a weighted average period of 0.93 years, representing the weighted average remaining service period related to the awards, subject to adjustments for actual forfeitures.
Performance-Based Stock Units
−Removed: Performance-based stock units granted under the Incentive Plan in the fiscal year ended March 31, 2025 will vest if the per share price achieved in a liquidity event equals or exceeds the specified target level.
+Added: Performance-based stock units granted under the Incentive Plan on or after the Modification Date will vest if the per share price achieved in a liquidity event equals or exceeds the specified target level.
The amount of common stock shares to be issued after a liquidity event will range from 0 % to 200 % of the number of performance-based stock units granted, contingent upon the per share price achieved in the liquidity event and subject to continued employment through the date of the liquidity event.
−Removed: A liquidity event was not probable as of March 31, 2025.
−Removed: As a result, no equity-based compensation expense was recognized for the performance-based stock units in the year ended March 31, 2025 .
+Added: The contingent liquidity event is not probable as of March 31, 2026, and accordingly, no equity-based compensation expense has been recognized for performance-based stock units.
The following summarizes activity for performance-based stock units (at the target performance level):
4 unchanged sentences
Nonvested, March 31, 2025*
+Added: Granted 23 6.79
+Added: Canceled or forfeited ( 67 ) 4.36
+Added: Nonvested, March 31, 2026*
*Amounts may not equal totals due to rounding.
8 unchanged sentences
Dividends received 8,436 12,449 14,486
−Removed: The Company included the following related party balances in its consolidated balances sheets:
+Added: The Company included the following related party balances in its consolidated balance sheets:
2026 2025 Location in Consolidated Balance Sheet
1 unchanged sentence
Accounts payable, related parties 39,317 19,731 Accounts payable
−Removed: Advances from related parties — 12,533 Advances from customers
Transactions with Significant Shareholders
−Removed: As described in " Note 15.
−Removed: Debt Arrangements ," funds managed by the Glendon Investor, funds managed by the Monarch Investor, and funds managed by Owl Creek Asset Management, L.P., (such funds are collectively referred to as the "Investor-Affiliated Funds") entered into the Support Agreement, and received the New Secured Debt pursuant to the Debt Exchange Transactions.
−Removed: The Company paid a total of $ 1,575 in transaction costs incurred by the parties receiving the New Secured Debt in the Debt Exchange Transactions, of which an aggregate $ 910 related to costs paid on behalf of the Investor-Affiliated Funds.
−Removed: On August 24, 2020, pursuant to the Exit Term Loan Credit Agreement, Pyxus Holdings became obligated with respect to the Exit Term Loans in an aggregate principal amount of approximately $ 213,418 .
−Removed: The Exit Term Loans accrued interest at an annual rate equal to LIBOR plus 800 basis points or 700 basis points above base rate, as applicable.
−Removed: In addition to the cash interest payments, from and after August 24, 2021, the Exit Term Loans accrued "payment in kind" (PIK) interest in an annual rate equal to 100 basis points, which rate increased by an additional 100 basis points on August 24, 2022.
−Removed: The Exit Term Loans were exchanged upon consummation of the DDTL Facility Exchange and the Exit Facility Exchange on February 6, 2023.
−Removed: On April 23, 2021 (the “DDTL Closing Date”), Intabex entered into a Term Loan Credit Agreement (as amended on May 21, 2021, the "Initial DDTL Facility Credit Agreement"), dated as of April 23, 2021, by and among (i) Intabex, as borrower, (ii) the Company, Pyxus Parent, Pyxus Holdings, Alliance One International, LLC, Alliance One International Holdings, Ltd, as guarantors (collectively, the "Parent Guarantors"), (iii) the lenders thereto, which included certain funds managed by Glendon Capital Management, L.P., Monarch Alternative Capital LP, and Owl Creek Asset Management, L.P.
−Removed: (collectively and, together other lenders that became parties thereto as lenders, the "DDTL Facility Lenders"), and (iv) Alter Domus, as administrative agent and collateral agent.
−Removed: The Initial DDTL Facility Credit Agreement established a $ 120,000 delayed-draw term loan credit facility (the "Initial DDTL Facility") under which the full amount was drawn (the "Initial DDTL Loans") by March 31, 2022.
−Removed: The proceeds of the Initial DDTL Loans were used to provide working capital and for other general corporate purposes of Intabex, the guarantors of the Initial DDTL Loans and their subsidiaries.
−Removed: Interest on the aggregate principal amount of outstanding Initial DDTL Loans accrued at an annual rate of LIBOR plus 9.0 %, subject to a LIBOR floor of 1.5 %, for LIBOR loans or, for loans that are not LIBOR loans, at an annual rate of an alternative base rate (as specified in the Initial DDTL Facility Credit Agreement) plus 8.0 %.
−Removed: Pursuant to the Initial DDTL Facility Credit Agreement, the DDTL Facility Lenders received a non-refundable commitment fee equal to 2.0 % of the aggregate commitments under the Initial DDTL Facility, paid in cash in full on the DDTL Closing Date and netted from the proceeds of the Initial DDTL Loans borrowed on the DDTL Closing Date.
−Removed: The Initial DDTL Facility Credit Agreement provided for the payment by Intabex to the DDTL Facility Lenders of a non-refundable exit fee (the "Exit Fee") increasing in increments from 1.0 % for repayment on or before September 30, 2021 to 5.0 % for repayment after March 31, 2022 (whether prepaid voluntarily or paid following acceleration or at maturity).
−Removed: The obligations of Intabex under the Initial DDTL Facility Credit Agreement (and certain related obligations) were (a) guaranteed by the Parent Guarantors and Alliance One International Tabak B.V., then an indirect subsidiary of the Company, and each of the Company’s domestic and foreign subsidiaries that was or became a guarantor of borrowings under the Exit Term Loan Credit Agreement and (b) was secured by the pledge of all of the outstanding equity interests of (i) Alliance One
−Removed: Brasil Exportadora de Tabacos Ltda.
−Removed: ("AO Brazil"), which principally operates the Company’s leaf tobacco operations in Brazil, and (ii) Alliance One International Tabak B.V., which owned a 0.001 % interest of AO Brazil.
−Removed: The Initial DDTL Credit Facility Agreement was amended and restated by the DDTL Credit Agreement, which established a $ 100,000 term loan credit facility (the "DDTL Term Loan Facility") and required that Intabex use the net proceeds of the DDTL Term Loans made thereunder and other funds to repay in full its obligations under the Initial DDTL Facility Credit Agreement, including the payment of fees and expenses incurred in connection with repaying borrowings under the Initial DDTL Facility and incurring the DDTL Term Loans under the DDTL Credit Agreement.
−Removed: The DDTL Credit Agreement provided for a 2.0 % fee due with respect to any principal payment made after the one-year anniversary of the incurrence of the DDTL Term Loans, including a payment made at maturity.
−Removed: Interest on the outstanding principal amount of the DDTL Term Loans accrued 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 DDTL Credit Agreement and subject to a specified floor) plus 6.5 %.
−Removed: Pursuant to the DDTL Credit Agreement, the DDTL Facility Lenders received a non-refundable commitment fee equal to 3.0 % of the aggregate commitments under the DDTL Term Loan Facility and a closing fee equal to 1.0 % of the aggregate commitments under the DDTL Term Loan Facility, as original issue discount.
−Removed: Under the DDTL Credit Agreement, the obligations of Intabex under the Amended Credit Agreement (and certain related obligations) continued to be guaranteed and secured by the same guarantors of, and the same collateral securing, Intabex’s obligations under the Initial DDTL Facility Credit Agreement.
−Removed: The DDTL Term Loans were exchanged upon consummation of the DDTL Facility Exchange on February 6, 2023.
−Removed: The Initial DDTL Credit Facility Agreement and the amendments thereto (including the DDTL Credit Agreement), any and all borrowings thereunder, the related guaranty transactions, the Support Agreement, the DDTL Facility Exchange, the Exit Facility Exchange and the Notes Exchange, including the Intabex Term Loan Credit Agreement, the Intabex Term Loans, the Pyxus Term Loan Credit Agreement, the Pyxus Term Loans, the 2027 Notes and the 2027 Notes Indenture 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.
−Removed: On December 30, 2021, the Investor-Affiliated Funds received $ 14,991 of the repayment of $ 15,375 principal amount of the Initial DDTL Loans.
−Removed: In connection with the effectiveness of the DDTL Credit Agreement on July 28, 2022, in addition to the deemed repayment of the Initial DDTL Loans, the Investor-Affiliated Funds received $ 5,119 of the aggregate $ 5,250 in exit fee payments from the repayment of the principal amount under the Initial DDTL Facility.
−Removed: In addition, the Investor-Affiliated Funds received in the aggregate $ 3,900 of the total $ 4,000 in commitment and closing fees with respect to the DDTL Credit Agreement, which were reflected as original issue discount, paid to all DDTL Facility Lenders in connection with the aggregate $ 97,500 principal amount of the DDTL Term Loans made by them of the total $ 100,000 aggregate principal amount of the DDTL Term Loans made by all DDTL Facility Lenders.
−Removed: On August 21, 2024, the Company entered into a privately negotiated transaction with CI Investments, Inc.
−Removed: ("CI Investments"), which at that time was a beneficial owner of greater than five percent of the Company's common stock outstanding, to repurchase 392 (which amount is presented in thousands) shares of its common stock for approximately $ 1,000 , inclusive of broker commission fees, which transaction was completed on August 22, 2024.
−Removed: This transaction was 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.
−Removed: Following the completion of this transaction and other contemporaneous dispositions of the Company’s common stock by CI Investments, CI Investments ceased to be a beneficial owner of more than five percent of the Company's common stock outstanding.
−Removed: Accrued expenses and other current liabilities as presented in the consolidated balance sheets as of March 31, 2025 included $ 1,600 of interest payable to Investor-Affiliated Funds and $ 4,239 of interest payable to Investor-Affiliated Funds and CI Investments as of March 31, 2024.
−Removed: Interest expense as presented in the consolidated statements of operations included $ 24,416 , $ 40,909 and $ 35,649 for the years ended March 31, 2025, 2024, and 2023, respectively, that related to the Investor-Affiliated Funds and CI Investments for the period during which such persons' beneficial ownership of the Company's common stock was five percent or more of the Company's common stock outstanding.
−Removed: The holders of senior debt that are parties to the Debt Repurchase Agreement entered into on March 21, 2024, are funds affiliated with the Monarch Investor and of which the Monarch Investor is the investment advisor.
+Added: Based on a Schedule 13D/A filed with the SEC on June 13, 2024 by Glendon Capital Management, L.P.
+Added: (the "Glendon Investor"), Holly Kim Olsen, Glendon Opportunities Fund, L.P.
+Added: and Glendon Opportunities Fund II, L.P., the Glendon Investor reported beneficial ownership of 8,315 shares of the Company’s common stock, representing approximately 33.8 % of the outstanding shares of the Company’s common stock.
+Added: A representative of the Glendon Investor serves as a director of Pyxus.
+Added: Based on a Schedule 13D/A filed with the SEC on March 25, 2024, by Monarch Alternative Capital LP (the "Monarch Investor"), MDRA GP LP and Monarch GP LLC, the Monarch Investor reported beneficial ownership of 6,125 shares of the Company’s common stock, representing approximately 24.9 % of the outstanding shares of the Company’s common stock.
+Added: An individual designated by the Monarch Investor serves as a director of Pyxus.
+Added: Based on a Schedule 13G/A filed with the SEC on September 3, 2024 by Owl Creek Asset Management, L.P.
+Added: and Jeffrey A.
+Added: Altman, Owl Creek Asset Management, L.P.
+Added: is the investment manager of certain funds and reported beneficial ownership of 3,865 shares of the Company’s common stock on August 31, 2024, representing approximately 15.7 % of the outstanding shares of the Company’s common stock.
+Added: Funds managed by the Glendon Investor, funds managed by the Monarch Investor, and funds managed by Owl Creek Asset Management, L.P., (such funds are collectively referred to as the "Investor-Affiliated Funds") were holders, in part, of the Intabex Term Loans, the Pyxus Term Loans and the 2027 Notes, which are described in " Note 16.
+Added: Debt Arrangements ," during the fiscal year ended March 31, 2026 .
+Added: On March 21, 2024, Pyxus Holdings entered into an agreement (the "Debt Repurchase Agreement") with funds affiliated with the Monarch Investor to purchase $ 77,922 of aggregate principal amount of their holdings in the 2027 Notes for $ 60,000 , a 23.0 % discount to par value, plus accrued and unpaid interest and specified customary fees.
+Added: The Debt Repurchase Agreement also included the right of Pyxus Holdings, at its option, to purchase from such holders an additional $ 34,191 aggregate principal amount of the 2027 Notes for $ 26,327 , a 23.0 % discount to par value, plus accrued and unpaid interest, and $ 10,345 aggregate principal amount of the Pyxus Term Loans for $ 9,104 , a 12.0 % discount to par value, plus accrued and unpaid interest.
+Added: On April 12, 2024, Pyxus Holdings exercised its rights to complete these repurchases by September 30, 2024.
The Debt Repurchase Agreement and the transactions contemplated thereby, including the exercise by Pyxus Holdings of its right to purchase the Pyxus Term Loans and additional 2027 Notes thereunder, 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.
−Removed: terms of the Debt Repurchase Agreement, the Company has paid the following amounts to funds affiliated with the Monarch Investor:
+Added: Under the terms of the Debt Repurchase Agreement, the Company paid the following amounts to funds affiliated with the Monarch Investor:
• On March 28, 2024, the Company paid a total of $ 62,339 , which included $ 1,849 of accrued and unpaid interest and $ 490 in other fees, to retire $ 77,922 of aggregate principal amount of the 2027 Notes.
2 unchanged sentences
Upon completion of the transactions under the Debt Repurchase Agreement, the Monarch Investor is no longer a holder of the 2027 Notes and the Pyxus Term Loans.
−Removed: The Monarch Investor remains a related party as a holder of the Intabex Term Loan and a beneficial owner of more than five percent of the outstanding shares of common stock of the Company.
+Added: The Monarch Investor remains a related party as a holder of a portion of the Intabex Term Loans and a beneficial owner of more than five percent of the Company's common stock outstanding.
+Added: On August 21, 2024, the Company entered into a privately negotiated transaction with CI Investments, Inc.
+Added: ("CI Investments"), which at that time was a beneficial owner of greater than five percent of the Company ’ s common stock outstanding, to repurchase 392 (which amount is presented in thousands) shares of its common stock for approximately $ 1,000 , inclusive of broker commission fees, which transaction was completed on August 22, 2024.
+Added: This transaction was 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.
+Added: Following the completion of this transaction and other contemporaneous dispositions of the Company’s common stock by CI Investments, CI Investments ceased to be a beneficial owner of more than five percent of the Company ’ s common stock outstanding.
+Added: Accrued expenses and other current liabilities as presented in the consolidated balance sheets as of March 31, 2026 and 2025 included $ 1,352 and $ 1,600 , respectively, of interest payable to Investor-Affiliated Funds.
+Added: Interest expense as presented in the consolidated statements of operations included $ 21,534 , $ 24,416 and $ 40,909 for the years ended March 31, 2026, 2025, and 2024, respectively, that related to the Investor-Affiliated Funds and CI Investments (applicable only for the periods in which CI Investments was a beneficial owner of more than five percent of the Company ’ s common stock outstanding).
Segment Information
−Removed: The following summarizes segment information, 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:
+Added: The Company is primarily engaged in the processing and sale of leaf 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.
+Added: The Company's leaf tobacco operations are organized by six operating segments, represented by five geographic regions and one product category.
+Added: The geographic regions of Africa, Asia, Europe, North America, and South America, as well as Value-Added Tobacco Products ("VATP"), which is primarily comprised of the Company's cut rag tobacco operations, each have their own management teams responsible for the operating and financial results of their operating segment.
+Added: Further, revenues for each geographic region and VATP are derived mainly from shipping processed tobacco.
+Added: The Company evaluated its leaf tobacco operations and concluded they have similar economic characteristics and meet qualitative aggregation criteria to be combined into one reportable segment for financial reporting purposes:
+Added: The one Leaf reportable segment is consistent with information used by the chief operating decision maker ("CODM") to assess performance, make operating decisions, and allocate resources.
+Added: The Company ’ s CODM, comprised of both the chief executive officer and the chief financial officer, regularly evaluates performance using operating income as the measure of segment profitability.
+Added: This measure is utilized during the budgeting and forecasting process to determine future operating plans and enable strategic decision making for the allocation of capital.
+Added: Corporate general expenses are allocated to the segments based upon segment selling, general, and administrative expenses.
+Added: An All Other category exists to reflect business activities that are incidental to our core leaf tobacco operations, and primarily relate to the Company's non-tobacco agricultural products business.
+Added: The All Other category does not meet the quantitative and qualitative thresholds to be reportable.
+Added: The following summarizes financial information relating to the Leaf segment (the Company’s sole reportable segment) with the All Other category included for purposes of reconciliation of the Leaf segment balances to the consolidated financial statements:
Years Ended March 31,
21 unchanged sentences
Gain on debt retirement — 8,178 15,914
−Removed: Loss on deconsolidation/disposition of subsidiaries — — 648
−Removed: Loss on pension settlement — 12,008 2,588
+Added: Gain (loss) on pension settlement 283 — ( 12,008 )
Interest expense, net 134,353 128,041 125,620
−Removed: Income (loss) before income taxes and other items $ 33,454 $ 15,473 $ ( 22,622 )
+Added: Income before income taxes and other items $ 28,630 $ 33,454 $ 15,473
(1) Represents the other expense, net caption within the consolidated statements of operations.
1 unchanged sentence
Other Expense, Net " for additional information.
−Removed: March 31, 2025
−Removed: Leaf All Other Total
−Removed: Segment assets $ 1,466,400 $ 37,443 $ 1,503,843
−Removed: Trade and other receivables, net 204,054 175 204,229
−Removed: Equity in net assets of investee companies 90,238 6,690 96,928
+Added: Years Ended March 31,
+Added: 2026 2025 2024
+Added: Leaf All Other Total Leaf All Other Total Leaf All Other Total
Depreciation and amortization $ 19,375 $ 1,518 $ 20,893 $ 18,772 $ 1,562 $ 20,334 $ 17,767 $ 1,483 $ 19,250
Capital expenditures 19,878 2,195 22,073 21,137 2,977 24,114 18,062 2,973 21,035
−Removed: March 31, 2024
−Removed: Leaf All Other Total
−Removed: Segment assets $ 1,616,486 $ 41,427 $ 1,657,913
+Added: March 31, 2026 March 31, 2025
+Added: Leaf All Other Total Leaf All Other Total
+Added: Assets $ 1,660,016 $ 34,676 $ 1,694,692 $ 1,466,400 $ 37,443 $ 1,503,843
Trade and other receivables, net 264,410 497 264,907 204,054 175 204,229
−Removed: Equity in net assets of investee companies 94,609 6,636 101,245
−Removed: Depreciation and amortization 17,767 1,483 19,250
−Removed: Capital expenditures 18,062 2,973 21,035
+Added: Investments in unconsolidated affiliates 99,239 6,624 105,863 90,238 6,690 96,928
The following summarizes geographic information for sales and other operating revenues by destination of the product shipped:
3 unchanged sentences
China $ 354,250 $ 497,437 $ 362,778
−Removed: 244,556 192,745 220,266
Indonesia 268,913 227,369 215,491
−Removed: United Arab Emirates 213,321 182,687 182,306
267,567 244,556 192,745
−Removed: Egypt 133,023 43,495 52,428
+Added: 205,644 160,337 156,085
+Added: United Arab Emirates 204,674 213,321 182,687
Turkey 116,376 84,957 62,089
+Added: Poland 100,497 79,390 63,826
+Added: Russia 75,496 53,564 70,794
+Added: Egypt 35,411 133,023 43,495
Other 784,172 787,306 682,569
4 unchanged sentences
2026 2025 2024
−Removed: British American Tobacco x
China National Tobacco Corporation x x x
−Removed: Japan Tobacco International x x
+Added: Japan Tobacco International x x x
Philip Morris International Inc.
5 unchanged sentences
25,241 22,293
−Removed: Other 11,304 11,565
−Removed: Jordan 9,588 10,664
Tanzania 10,483 11,131
+Added: Jordan 8,626 9,588
+Added: Other 11,735 11,304
Total $ 143,154 $ 138,176
1 unchanged sentence
Securitized Receivables
−Removed: On May 1, 2025, the investment limit of the Finacity Facility was decreased from $ 160,000 to $ 120,000 of trade receivables.
−Removed: On May 30, 2025, the existing facility arrangement was extended to May 31, 2026, and, during specified periods, allows the Company to request a temporary increase with a 30-day notice.
−Removed: Fourth Amendment to the ABL Credit Facility
−Removed: On May 12, 2025, Pyxus Holdings, certain subsidiaries of Pyxus Holdings, and the Company and its wholly owned subsidiary, Pyxus Parent, entered into a Fourth Amendment to the ABL Credit Agreement (the "ABL Amendment"), with the lenders party thereto and PNC Bank, National Association, as Administrative Agent and Collateral Agent.
−Removed: The ABL Amendment amends the ABL Credit Agreement to, among other things:
−Removed: • increase the aggregate amount of the revolving loan commitments under the ABL Credit Facility by $ 30,000 from $ 120,000 to $ 150,000 ,
−Removed: • reduce the margin for the interest rate by 0.25 % per annum from 3.00 % to 2.75 % and eliminate the SOFR adjustment charge,
−Removed: • reduce the commitment fee for the unused amounts of the ABL Credit Facility to 0.25 %, and
−Removed: • extend the maturity to May 12, 2030 or, if earlier, 90 days prior to the earliest stated maturity date of (i) the outstanding senior secured notes and the senior secured term loans (each currently scheduled to mature on December 31, 2027) or (ii) any indebtedness that refinances any of the foregoing.
+Added: On May 29, 2026, the Finacity Facility arrangement was extended to May 31, 2027.
+Added: Additionally, on June 1, 2026, the investment limit of the Finacity Facility was decreased from $ 160,000 to $ 120,000 of trade receivables.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
2 unchanged sentences
We have audited the accompanying consolidated balance sheets of Pyxus International, Inc.
−Removed: and subsidiaries (the "Company") as of March 31, 2025 and 2024, the related consolidated statements of operations, comprehensive income (loss), stockholders' equity, and cash flows, for each of the three years in the period ended March 31, 2025, and the related notes (collectively referred to as the "financial statements").
−Removed: In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of March 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended March 31, 2025, in conformity with accounting principles generally accepted in the United States of America.
+Added: and subsidiaries (the "Company") as of March 31, 2026 and March 31, 2025, the related consolidated statements of operations, comprehensive income, stockholders’ equity, and cash flows, for each of the three years in the period ended March 31, 2026, and the related notes (collectively referred to as the "financial statements").
+Added: In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of March 31, 2026 and March 31, 2025, and the results of its operations and its cash flows for each of the three years in the period ended March 31, 2026, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
28 unchanged sentences
• With the assistance of our income tax specialists, we evaluated management’s judgment of the appropriate unit of account for unrecognized tax benefits and audited the measurement calculations, as applicable.
−Removed: • We challenged the reasonableness of management’s judgments regarding the future resolution of these uncertain tax positions, through evaluating the technical merits of uncertain tax positions by considering how tax law, including statutes, regulations, and case law, impacted management’s judgments and through consideration of the Company’s history of settlements.
+Added: • We challenged the reasonableness of management’s judgments regarding the future resolution of these uncertain tax positions, through evaluating the technical merits of the uncertain tax positions by considering how tax law, including statutes, regulations, and case law, impacted management’s judgments and through consideration of the Company’s history of settlements.
• For these uncertain tax positions that had not been settled, we evaluated whether management had appropriately considered new information that could significantly change the recognition or measurement of uncertain tax positions through evaluation of correspondence with taxing authorities and evaluation of changes to issued guidance.
1 unchanged sentence
Raleigh, North Carolina
−Removed: June 10, 2025
We have served as the Company’s auditor since its fiscal 2006.
1 unchanged sentence
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.