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Item 1. Financial Statements

2026-08-05 compared with 2026-02-11 · 131 added, 266 removed, 451 unchanged (47% of the section changed)

3 unchanged sentences

Condensed Consolidated Statements of Operations

Three Months Ended Nine Months Ended

December 31, December 31,

Three Months Ended

(in thousands, except per share data) 2026 2025

6 unchanged sentences

Operating income 15,665 21,000

Gain on debt retirement — — — 8,178

Gain on pension settlement 373 — 373 —

Interest expense, net 29,842 29,767

Income before income taxes and other items 15,093 33,168 15,132 45,859

Income tax expense 10,297 18,088 25,829 32,248

Income from unconsolidated affiliates, net 12,366 4,330 11,694 7,478

Net income 17,162 19,410 997 21,089

Loss before income taxes and other items ( 14,177 ) ( 8,767 )

Income tax (benefit) expense ( 5,716 ) 5,227

Income (loss) from unconsolidated affiliates, net 1,422 ( 1,269 )

Net loss ( 7,039 ) ( 15,263 )

Net income attributable to noncontrolling interests 241 562

Net income attributable to Pyxus International, Inc.

Net loss attributable to Pyxus International, Inc.

$ ( 7,280 ) $ ( 15,825 )

Earnings per share:

Loss per share:

Basic $ ( 0.28 ) $ ( 0.62 )

3 unchanged sentences

Diluted 26,056 25,670

See "Notes to Condensed Consolidated Financial Statements"

See accompanying notes to condensed consolidated financial statements.

Pyxus International, Inc.

and Subsidiaries

Condensed Consolidated Statements of Comprehensive Income

Three Months Ended Nine Months Ended

December 31, December 31,

Condensed Consolidated Statements of Comprehensive Loss

Three Months Ended

(in thousands) 2026 2025

Net income $ 17,162 $ 19,410 $ 997 $ 21,089

Other comprehensive (loss) income, net of tax:

Net loss $ ( 7,039 ) $ ( 15,263 )

Other comprehensive income, net of tax:

Foreign currency translation adjustment ( 114 ) 2,039

Pension and other postretirement benefit plans ( 1,521 ) — ( 1,521 ) —

Cash flow hedges 589 1,457

Total other comprehensive (loss) income, net of tax $ ( 1,811 ) $ ( 3,429 ) $ 192 $ ( 3,579 )

Total comprehensive income 15,351 15,981 1,189 17,510

Total other comprehensive income, net of tax $ 475 $ 3,496

Total comprehensive loss ( 6,564 ) ( 11,767 )

Comprehensive income attributable to noncontrolling interests 241 562

Comprehensive income attributable to Pyxus International, Inc.

Comprehensive loss attributable to Pyxus International, Inc.

$ ( 6,805 ) $ ( 12,329 )

See "Notes to Condensed Consolidated Financial Statements"

See accompanying notes to condensed consolidated financial statements.

Pyxus International, Inc.

1 unchanged sentence

Condensed Consolidated Balance Sheets

(in thousands) December 31, 2025 December 31, 2024 March 31, 2025

(in thousands) June 30, 2026 June 30, 2025 March 31, 2026

Current assets

25 unchanged sentences

Operating leases payable 10,064 9,565 9,915

Current portion of long-term debt — 49 12

Total current liabilities 1,262,323 1,216,816 932,775

19 unchanged sentences

Total liabilities and stockholders’ equity $ 2,017,254 $ 1,940,525 $ 1,694,692

See "Notes to Condensed Consolidated Financial Statements"

See accompanying notes to condensed consolidated financial statements.

Pyxus International, Inc.

10 unchanged sentences

Equity-based compensation 282 — — — — — 282

Other comprehensive income, net of tax — — 2,039 — 1,457 — 3,496

Other comprehensive (loss) income, net of tax — — ( 114 ) — 589 — 475

Balance, June 30, 2026 $ 394,203 $ ( 232,836 ) $ ( 5,223 ) $ 10,224 $ 1,597 $ 6,860 $ 174,825

Net loss — ( 879 ) — — — ( 23 ) ( 902 )

Dividends — — — — — ( 135 ) ( 135 )

Equity-based compensation 256 — — — — — 256

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

Net income — 16,903 — — — 259 17,162

Equity-based compensation 272 — — — — — 272

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

Balance, March 31, 2025 $ 392,899 $ ( 240,125 ) $ ( 6,045 ) $ 12,516 $ 844 $ 5,681 $ 165,770

Net income — 4,642 — — — 310 4,952

Equity-based compensation 3,031 — — — — — 3,031

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

Net loss — ( 3,227 ) — — — ( 46 ) ( 3,273 )

Dividends — — — — — ( 225 ) ( 225 )

Net (loss) income — ( 15,825 ) — — — 562 ( 15,263 )

Equity-based compensation 237 — — — — — 237

Share repurchases ( 1,000 ) — — — — — ( 1,000 )

Other comprehensive income, net of tax — — 2,039 — 1,457 — 3,496

Balance, September 30, 2024 $ 392,421 $ ( 253,876 ) $ ( 4,871 ) $ 12,766 $ ( 259 ) $ 4,578 $ 150,759

Net income — 18,898 — — — 512 19,410

Equity-based compensation 267 — — — — — 267

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

See "Notes to Condensed Consolidated Financial Statements"

Balance, June 30, 2025 $ 393,136 $ ( 255,950 ) $ ( 4,006 ) $ 12,516 $ 2,301 $ 6,243 $ 154,240

See accompanying notes to condensed consolidated financial statements.

Pyxus International, Inc.

1 unchanged sentence

Condensed Consolidated Statements of Cash Flows

Nine Months Ended

Three Months Ended

(in thousands) 2026 2025

Operating Activities:

Net income $ 997 $ 21,089

Adjustments to reconcile net income to net cash used in operating activities:

Net loss $ ( 7,039 ) $ ( 15,263 )

Adjustments to reconcile net loss to net cash used in operating activities:

Depreciation and amortization 5,628 5,169

Debt amortization/interest 2,079 2,592

Gain on debt retirement — ( 8,178 )

Loss on foreign currency transactions 801 7,725

Gain on pension settlement ( 373 ) —

Equity-based compensation 282 237

Income from unconsolidated affiliates, net of dividends ( 4,672 ) 3,997

Income (loss) from unconsolidated affiliates, net of dividends 9,689 1,269

Changes in operating assets and liabilities, net

19 unchanged sentences

Repayment of revolving loan facilities ( 45,000 ) ( 81,000 )

Repayment of long-term borrowings — ( 55,822 )

Debt issuance costs ( 5,134 ) ( 2,825 )

11 unchanged sentences

Noncash amounts obtained as a beneficial interest in exchange for transferring trade receivables in a securitization transaction 28,595 30,017

See "Notes to Condensed Consolidated Financial Statements"

See accompanying notes to condensed consolidated financial statements.

Pyxus International, Inc.

1 unchanged sentence

Notes to Condensed Consolidated Financial Statements

(in thousands, except per share data) Page Number

(in thousands, except per share data) Page No.

Basis of Presentation and Summary of Significant Accounting Policies

1 unchanged sentence

Revenue Recognition

Earnings Per Share

Restricted Cash

Loss Per Share

Trade Receivables, Net

Inventories, Net

10 unchanged sentences

Segment Information

Subsequent Events

Basis of Presentation and Summary of Significant Accounting Policies

10 unchanged sentences

New Accounting Standards

Recently Adopted Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No.

2023-07, Segment Reporting:

Improvements to Reportable Segment Disclosures .

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.

In addition, this ASU requires the following new segment disclosures:

• Significant segment expenses by reportable segment if regularly provided to the Chief Operating Decision Maker ("CODM") and included within the reported measure of segment profit or loss;

• Other segment items, which represents the difference between reported segment revenues less the significant segment expenses less reported segment profit or loss;

• Title and position of the CODM.

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.

The Company adopted the annual period disclosure requirements for its fiscal year ended March 31, 2025.

The interim period disclosure requirements were adopted on April 1, 2025, and are included in " Note 19.

Segment Information ".

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.

Accounting Pronouncements Not Yet Adopted

In December 2023, the FASB issued ASU No.

2023-09, Income Taxes:

Improvements to Income Tax Disclosures , to provide more disaggregation of income tax information mainly related to the effective tax rate reconciliation and the income taxes paid disclosure requirements.

Under the new accounting rules, the tabular effective tax rate reconciliation must include specific categories with certain reconciling items based on the expected tax further disaggregated by nature and/or jurisdiction.

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.

These new annual disclosure requirements are effective for the Company's fiscal year ending March 31, 2026.

Early adoption is permitted.

This new standard will result in additional disclosures within the footnotes to the financial statements, and is not expected to have an impact on the Company’s financial condition, results of operations, or cash flows.

In November 2024, the FASB issued ASU No.

In November 2024, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No.

2024-03, Disaggregation of Income Statement Expenses , which requires a tabular disclosure of relevant expense captions into prescribed natural expense categories.

2 unchanged sentences

In July 2025, the FASB issued ASU No.

2025-05, Financial Instruments - Credit Losses:

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.

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.

This amendment is effective for the Company's fiscal year beginning April 1, 2026, including interim periods within that fiscal year.

Early adoption is permitted.

This amendment is not expected to have a material impact on the Company's financial condition, results of operations, or cash flows.

In September 2025, the FASB issued ASU No.

2025-06, Intangibles - Goodwill and Other - Internal-Use Software:

Targeted Improvements to the Accounting for Internal-Use Software , 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.

Targeted Improvements to the Accounting for Internal-Use Software , which replaces the existing model used to determine when cost capitalization is to occur based on various project stages of software development with a more modern approach that introduces a probable-to-complete recognition threshold.

The scope of this new guidance also includes the costs an entity incurs to implement a cloud computing arrangement as a customer.

13 unchanged sentences

Revenue Recognition

Product revenue is primarily processed tobacco sold to the customer.

Product revenues are primarily processed tobacco sold to the customer.

Processing and other revenues are mainly contracts to process customer-owned green tobacco.

2 unchanged sentences

The following disaggregates sales and other operating revenues by major source, with the All Other category being included for purposes of reconciliation of the respective balances below of the Leaf segment (the Company's sole reportable segment) to the condensed consolidated financial statements:

Three Months Ended Nine Months Ended

December 31, December 31,

2025 2024 2025 2024

Product revenue $ 614,666 $ 742,919 $ 1,584,101 $ 1,847,949

Three Months Ended

Product revenues $ 392,976 $ 458,238

Processing and other revenues 42,836 50,177

2 unchanged sentences

Total sales and other operating revenues $ 437,795 $ 508,815

The following summarizes activity in the allowance for expected credit losses:

Three Months Ended Nine Months Ended

December 31, December 31,

2025 2024 2025 2024

Balance, beginning of period $ ( 23,765 ) $ ( 24,250 ) $ ( 24,035 ) $ ( 23,940 )

Additions ( 60 ) ( 671 ) ( 143 ) ( 1,299 )

Write-offs and other adjustments 6,524 525 6,877 843

Balance, end of period ( 17,301 ) ( 24,396 ) ( 17,301 ) ( 24,396 )

Trade receivables 264,113 351,037 264,113 351,037

Trade receivables, net $ 246,812 $ 326,641 $ 246,812 $ 326,641

The Company’s provision for income taxes for the three and nine months ended December 31, 2025 was calculated by applying the estimated annual effective tax rate to year-to-date pre-tax income or loss and adjusting for discrete items that occurred during the period.

The Company’s provision for income taxes for the three and nine months ended December 31, 2024 was calculated using the discrete method, as allowed under FASB Accounting Standards Codification 740-270, Income Taxes - Interim Reporting .

The discrete method used in the prior year calculates income tax expense as if the nine-month interim period was an annual period.

The effective tax rate for the three months ended December 31, 2025 and 2024 was 68.2 % and 54.5 %, respectively.

For the three months ended December 31, 2025, the difference between the Company's effective tax rate and the U.S.

statutory rate of 21.0% is primarily due to tax expense related to the effect of non-U.S.

income taxes, non-deductible interest expense, and unremitted foreign earnings.

The effective tax rate for the nine months ended December 31, 2025 and 2024 was 170.7 % and 70.3 %, respectively.

For the nine months ended December 31, 2025, the difference between the Company's effective tax rate and the U.S.

statutory rate of 21.0% is primarily due to tax expense related to foreign currency gains, additional reserves for unrecognized tax benefits, and non-deductible interest expense.

On July 4, 2025, the U.S.

government enacted the One Big Beautiful Bill Act of 2025 ("OBBBA").

This legislation includes several changes to U.S.

federal income tax law, including the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act and changes to the international tax framework.

The Company has included the effects of the OBBBA in its current-period provision for income taxes and determined it did not have a material impact on our estimated annual effective tax rate for the fiscal year ending March 31, 2026.

Earnings Per Share

The following summarizes the computation of earnings per share:

Three Months Ended Nine Months Ended

December 31, December 31,

2025 2024 2025 2024

Net income attributable to Pyxus International, Inc.

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

The effective tax rate for the three months ended June 30, 2026 and 2025 was a benefit of 40.3 % and an expense of 59.6 %, respectively.

For the three months ended June 30, 2026, the difference between the Company's effective tax rate and the U.S.

statutory rate of 21.0% is primarily due to a tax benefit related to foreign currency losses and the jurisdictional mix of earnings, partially offset by an increase in the Company’s deferred tax valuation allowance.

Loss Per Share

The following summarizes the computation of loss per share:

Three Months Ended

Net loss attributable to Pyxus International, Inc.

$ ( 7,280 ) $ ( 15,825 )

2 unchanged sentences

Diluted weighted average shares outstanding 26,056 25,670

Earnings per share:

Loss per share:

Basic $ ( 0.28 ) $ ( 0.62 )

Diluted $ ( 0.28 ) $ ( 0.62 )

(1) For the three and nine months ended December 31, 2024, 63 shares and 6 shares, respectively, related to outstanding restricted stock units have been excluded from the computation of diluted earnings per share because their effect would be antidilutive.

Restricted Cash

The following summarizes the composition of restricted cash:

December 31, 2025 December 31, 2024 March 31, 2025

Compensating balance for short-term borrowings $ 542 $ 542 $ 542

Escrow 2,057 3,416 3,534

Grants 449 2,305 3,116

Other 1,655 100 98

Total $ 4,703 $ 6,363 $ 7,290

(1) For the three months ended June 30, 2026 and 2025, 34 shares and 264 shares, respectively, related to outstanding restricted stock units have been excluded from the computation of diluted earnings per share because their effect would be antidilutive.

Trade Receivables, Net

Trade receivables are net of an allowance for expected credit losses.

The following summarizes activity in the allowance for expected credit losses:

Three Months Ended

Balance, beginning of period $ ( 16,879 ) $ ( 24,035 )

Write-offs and other adjustments 431 ( 264 )

Balance, end of period ( 16,448 ) ( 24,299 )

Trade receivables 192,115 230,906

Trade receivables, net $ 175,667 $ 206,607

Inventories, Net

The following summarizes the composition of inventories, net:

December 31, 2025 December 31, 2024 March 31, 2025

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

June 30, 2026 June 30, 2025 March 31, 2026

Processed tobacco $ 671,617 $ 575,922 $ 507,380

4 unchanged sentences

Equity Method Investments

The following summarizes the Company's equity method investments as of December 31, 2025:

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

Investee Name Location Primary Purpose Ownership Percentage Basis Difference (1)

13 unchanged sentences

The following summarizes financial information for these equity method investments:

Three Months Ended Nine Months Ended

December 31, December 31,

2025 2024 2025 2024

Three Months Ended

Statement of operations:

1 unchanged sentence

Gross profit 6,256 7,052

Net income 25,109 8,933 24,158 15,354

December 31, 2025 December 31, 2024 March 31, 2025

Net income (loss) 3,007 ( 2,666 )

June 30, 2026 June 30, 2025 March 31, 2026

Balance sheet:

7 unchanged sentences

The following summarizes the Company's financial relationships with its unconsolidated variable interest entities:

December 31, 2025 December 31, 2024 March 31, 2025

June 30, 2026 June 30, 2025 March 31, 2026

Investments in variable interest entities $ 89,676 $ 89,200 $ 99,239

3 unchanged sentences

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

December 31, 2025

June 30, 2026

Weighted Average Remaining Useful Life Gross Carrying Amount Accumulated Amortization Intangible Assets, Net

4 unchanged sentences

Total $ 49,019 $ ( 26,035 ) $ 22,984

December 31, 2024

June 30, 2025

Weighted Average Remaining Useful Life Gross Carrying Amount Accumulated Amortization Intangible Assets, Net

12 unchanged sentences

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

Three Months Ended Nine Months Ended

December 31, December 31,

2025 2024 2025 2024

Three Months Ended

Amortization expense $ 1,092 $ 1,120

1 unchanged sentence

The following summarizes debt and notes payable:

Interest Rate December 31, 2025 December 31, 2024 March 31, 2025

Senior secured credit facilities:

Interest Rate (1)

June 30, 2026 June 30, 2025 March 31, 2026

Senior secured credit facility:

ABL Credit Facility 6.7 % $ — $ — $ —

7 unchanged sentences

12.2 % 121,196 121,757 121,343

Other long-term debt 8.8 % (1)

Notes payable (5)

3 unchanged sentences

$ 828,553 $ 880,925 $ 477,132

Current portion of long-term debt $ — $ 49 $ 12

Long-term debt 455,529 454,643 454,850

Total $ 455,529 $ 454,692 $ 454,862

Long-term 456,020 455,091 455,757

Letters of credit $ 8,273 $ 8,939 $ 8,024

(1) Weighted average stated rate for the trailing twelve months ended December 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.

(1) Weighted average stated rate for the trailing twelve months ended June 30, 2026 or, for indebtedness outstanding only during a portion of such twelve-month period, for the portion of such period that such indebtedness was outstanding.

(2) Balance of $ 146,908 is net of a debt discount of $ 1,431 .

9 unchanged sentences

("Pyxus Holdings"), certain subsidiaries of Pyxus Holdings (together with Pyxus Holdings, the "Borrowers"), and the Company and its wholly owned subsidiary, Pyxus Parent, Inc.

("Pyxus Parent"), as parent guarantors, entered into an ABL Credit Agreement (as amended, the "ABL Credit Agreement"), dated as of February 8, 2022, by and among Pyxus Holdings, as Borrower Agent, the Borrowers and parent guarantors party thereto, the lenders party thereto, and PNC Bank, National Association, as Administrative Agent and Collateral Agent, to establish an asset-based revolving credit facility (the "ABL Credit Facility"), the proceeds of which may be used to refinance existing senior bank debt, pay fees and expenses related to the ABL Credit Facility, partially fund capital expenditures, and provide for the ongoing working capital needs of the Borrowers .

The ABL Credit Agreement was amended on May 12, 2025 to, among other things increase the aggregate amount of the revolving loan commitments under the ABL Credit Facility to $ 150,000 , and to extend the maturity to May 12, 2030 or, if earlier, 90 days prior to the earliest stated maturity date of the outstanding senior secured notes and the senior secured term loans (each currently scheduled to mature on December 31, 2027).

At December 31, 2025, the Borrowers and the parent guarantors under the ABL Credit Agreement were in compliance with the covenants under the ABL Credit Agreement.

The ABL Credit Facility may be used for revolving credit loans and letters of credit from time to time up to a maximum principal amount of $ 150,000 , subject to certain borrowing base limitations.

The ABL Credit Facility includes a $ 20,000 uncommitted accordion feature that permits Pyxus Holdings, under certain conditions, to solicit the lenders under the ABL Credit Facility to provide additional revolving loan commitments to increase the aggregate amount of the revolving loan commitments under the ABL Credit Facility not to exceed a maximum principal amount of $ 170,000 .

The ABL Credit Facility matures on May 12, 2030 or, if earlier, 90 days prior to the earliest stated maturity date of the outstanding senior secured notes and the senior secured term loans (each currently scheduled to mature on December 31, 2027).

At June 30, 2026, the Borrowers and the parent guarantors under the ABL Credit Agreement were in compliance with the covenants under the ABL Credit Agreement.

Intabex Term Loans

4 unchanged sentences

The Intabex Term Loans are stated to mature on December 31, 2027.

At December 31, 2025, Pyxus Holdings and the guarantors under the Intabex Term Loan Credit Agreement were in compliance with all covenants under the Intabex Term Loan Credit Agreement.

At June 30, 2026, Pyxus Holdings and the guarantors under the Intabex Term Loan Credit Agreement were in compliance with all covenants under the Intabex Term Loan Credit Agreement.

Pyxus Term Loans

3 unchanged sentences

The Pyxus Term Loans are stated to mature on December 31, 2027.

At December 31, 2025, Pyxus Holdings and the guarantors under the Pyxus Term Loan Credit Agreement were in compliance with all covenants under the Pyxus Term Loan Credit Agreement.

At June 30, 2026, Pyxus Holdings and the guarantors under the Pyxus Term Loan Credit Agreement were in compliance with all covenants under the Pyxus Term Loan Credit Agreement.

8.50 % Senior Secured Notes due 2027

2 unchanged sentences

The 2027 Notes bear interest at a rate of 8.5 % per annum, which interest is computed on the basis of a 360-day year comprised of twelve 30-day months.

At December 31, 2025, Pyxus Holdings and the guarantors of the 2027 Notes were in compliance with all covenants under the 2027 Notes Indenture.

At June 30, 2026, Pyxus Holdings and the guarantors of the 2027 Notes were in compliance with all covenants under the 2027 Notes Indenture.

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

1 unchanged sentence

Foreign Seasonal Lines of Credit

Excluding long-term credit agreements, the Company typically finances its non-U.S.

operations with committed and uncommitted short-term seasonal lines of credit arrangements with a number of banks.

Excluding long-term credit agreements, the Company typically finances its foreign operations with committed and uncommitted short-term seasonal lines of credit arrangements with a number of banks.

These operating lines are generally seasonal in nature, typically extending for a term of 180 days to 365 days corresponding to the tobacco crop cycle in that location.

2 unchanged sentences

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 December 31, 2025, the Company was permitted to borrow under foreign seasonal lines of credit up to a total $ 1,055,311 , subject to limitations under the ABL Credit Agreement and the agreements governing the Intabex Term Loans, the Pyxus Term Loans, and the 2027 Notes.

As of December 31, 2025, the total borrowing capacity under individual foreign seasonal lines of credit range up to $ 170,000 .

As of December 31, 2025, the aggregate amount available for borrowing under the seasonal lines of credit was $ 229,205 .

At December 31, 2025, the Company, and its subsidiaries, were in compliance with the covenants associated with its short-term seasonal lines of credit.

At June 30, 2026, the Company was permitted to borrow under foreign seasonal lines of credit up to a total $ 1,170,392 , subject to limitations under the ABL Credit Agreement and the agreements governing the Intabex Term Loans, the Pyxus Term Loans, and the 2027 Notes.

As of June 30, 2026, the total borrowing capacity under individual foreign seasonal lines of credit range up to $ 150,630 .

As of June 30, 2026, the aggregate amount available for borrowing under the seasonal lines of credit was $ 351,395 .

At June 30, 2026, the Company, and its subsidiaries, were in compliance with the covenants associated with its short-term foreign seasonal lines of credit.

Securitized Receivables

7 unchanged sentences

Servicing fees are recorded as a reduction of selling, general, and administrative expenses within the condensed consolidated statements of operations.

As of December 31, 2025, the investment limit of this facility was $ 120,000 of trade receivables.

Under this facility, the Company may request a temporary increase in the investment limit up to an additional $ 40,000 , applicable only for the period from January 1, 2027 through May 31, 2027.

As of June 30, 2026, the investment limit of this facility was $ 120,000 of trade receivables.

Under the second facility, the Company offers trade receivables for sale to an unaffiliated financial institution, which are then subject to acceptance by the unaffiliated financial institution.

1 unchanged sentence

Although the Company continues to service, administer, and collect the receivables on behalf of the unaffiliated financial institution, the Company does not receive a servicing fee, and as a result, has established a servicing liability based upon unobservable inputs, primarily discounted cash flow.

As of December 31, 2025, the investment limit under the second facility was $ 160,000 of trade receivables.

As of June 30, 2026, the investment limit under the second facility was $ 160,000 of trade receivables.

As servicer for the Finacity Facility and the second facility, the Company may receive funds that are due to the unaffiliated financial institutions which are net settled on the next settlement date.

As of December 31, 2025 and 2024, and March 31, 2025, trade receivables, net in the condensed consolidated balance sheets have been reduced by $ 9,977 , $ 8,927 , and $ 2,190 as a result of the net settlement, respectively.

As of June 30, 2026 and 2025, and March 31, 2026, trade receivables, net in the condensed consolidated balance sheets have been reduced by $ 10,817 , $ 1,056 , and $ 13,610 as a result of the net settlement, respectively.

As of June 30, 2026 and 2025, and March 31, 2026, accrued expenses and other current liabilities in the condensed consolidated balance sheets include $ 15,681 , $ 0 , and $ 0 of net payables for the Finacity Facility.

See " Note 15.

2 unchanged sentences

Following the sale and transfer of the receivables to the unaffiliated financial institution, the receivables are isolated from the Company and its affiliates, and effective control of the receivables is passed to the unaffiliated financial institution, which has all rights, including the right to pledge or sell the receivables.

As of December 31, 2025, the investment limits under these other facilities were variable based on qualifying sales.

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:

December 31, 2025 December 31, 2024 March 31, 2025

As of June 30, 2026, the investment limits under these other facilities were variable based on qualifying sales.

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:

June 30, 2026 June 30, 2025 March 31, 2026

Receivables outstanding in facility $ 121,227 $ 167,433 $ 341,679

Beneficial interests 10,817 16,103 29,034

Cash proceeds from the sale of trade receivables is comprised of a combination of cash and a deferred purchase price receivable.

Deferred purchase price receivable is realized after the collection of the underlying trade receivables sold by the purchasers.

The following summarizes the Company's cash purchase price and deferred purchase price:

Nine Months Ended

Cash proceeds:

Cash purchase price $ 534,496 $ 646,916

Deferred purchase price 152,484 142,824

In certain sourcing regions, the Company guarantees bank loans for tobacco suppliers to finance their crops.

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

The following summarizes the Company ’ s cash collections from both the initial cash proceeds and the deferred purchase price receivable:

Three Months Ended

Cash collections from:

Initial proceeds $ 91,144 $ 115,034

Deferred purchase price receivable 58,540 41,007

In certain sourcing regions, the Company guarantees bank loans for suppliers to finance their crops.

The Company also guarantees bank loans of certain unconsolidated affiliates.

The fair value of the Company's guarantees is recorded in accrued expenses and other current liabilities in the condensed consolidated balance sheets.

See " Note 15.

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The following summarizes amounts guaranteed:

December 31, 2025 December 31, 2024 March 31, 2025

June 30, 2026 June 30, 2025 March 31, 2026

Amounts guaranteed (not to exceed) $ 90,251 $ 83,519 $ 119,728

2 unchanged sentences

Amounts due to local banks on behalf of suppliers for government subsidized rural credit financing 7,691 7,478 10,204

(1) Most of the guarantees outstanding at December 31, 2025 expire within one year .

(1) The majority of the guarantees outstanding at June 30, 2026 expire within one year .

Derivative Financial Instruments

The Company is exposed to foreign currency exchange rate risk related to our international operations.

The Company is exposed to foreign currency exchange rate risk related to its international operations.

Principal currencies hedged include the Brazilian real and the Malawian kwacha.

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These derivative contracts are either designated as cash flow hedges of forecasted transactions for the purchase of green tobacco, other processing-related costs, and selling, general, and administrative expenses, or are not designated as hedging instruments because they are used to partially offset the immediate earnings impact of exchange rate risk on certain foreign currency denominated transactions.

As of December 31, 2025 and 2024, and March 31, 2025, the Company's derivative financial instruments outstanding were designated as cash flow hedges.

Derivative assets and liabilities are recorded in other current assets and accrued expenses and other current liabilities, respectively, within our condensed consolidated balance sheets.

As of June 30, 2026 and 2025, and March 31, 2026, the Company's derivative financial instruments outstanding were designated as cash flow hedges.

See " Note 15.

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dollar notional amount of derivative contracts outstanding:

December 31, 2025 December 31, 2024 March 31, 2025

June 30, 2026 June 30, 2025 March 31, 2026

Foreign currency exchange contracts $ 49,267 $ 14,250 $ 54,100

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

Three Months Ended Nine Months Ended

December 31, December 31,

2025 2024 2025 2024

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

Three Months Ended

Foreign currency exchange contracts designated as cash flow hedges:

Gain (loss) recognized in accumulated other comprehensive income (1)

$ 81 $ ( 4,702 ) $ 3,287 $ ( 5,699 )

Gain (loss) reclassified from accumulated other comprehensive income to earnings (2)

Gain recognized in accumulated other comprehensive income (1)

$ 1,298 $ 3,354

Gain reclassified from accumulated other comprehensive income to earnings (2)

Foreign currency exchange contracts not designated as hedging instruments:

Gain recognized in earnings (2)

$ 693 $ — $ 3,380 $ —

(1) Amount represents the change in fair value of derivative financial instruments.

(2) These gains (losses) are recognized in cost of goods and services sold within the condensed consolidated statements of operations.

(3) There were foreign currency exchange contracts not designated as hedging instruments outstanding during the three and nine months ended December 31, 2025, but all had expired or settled by period end.

(1) Amount represents the net change in fair value of derivative financial instruments.

(2) These net gains are recognized in cost of goods and services sold within the condensed consolidated statements of operations.

Fair Value Measurements

The following summarizes the financial assets and liabilities measured at fair value on a recurring basis:

December 31, 2025 December 31, 2024 March 31, 2025

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

June 30, 2026 June 30, 2025 March 31, 2026

Level 2 Level 3 Total

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(1) This fair value measurement disclosure does not affect the condensed consolidated balance sheets.

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

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

Three Months Ended

December 31, 2025 December 31, 2024

Securitized Beneficial Interests Long-Term Debt Guarantees Securitized Beneficial Interests Long-Term Debt Guarantees

Balance, beginning of period $ 4,742 $ — $ 843 $ 11,093 $ 91 $ 284

Issuances 60,443 — 2,970 56,192 — 2,408

Settlements ( 48,213 ) — — ( 45,409 ) ( 42 ) ( 26 )

Losses recognized in earnings ( 2,646 ) — ( 475 ) ( 4,205 ) — —

Balance, end of period $ 14,326 $ — $ 3,338 $ 17,671 $ 49 $ 2,666

Nine Months Ended

December 31, 2025 December 31, 2024

June 30, 2026 June 30, 2025

Securitized Beneficial Interests Long-Term Debt Guarantees Securitized Beneficial Interests Long-Term Debt Guarantees

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The government in the Brazilian State of Parana ("Parana") issued a tax assessment on October 26, 2007 with respect to local intrastate trade tax credits that result primarily from tobacco transferred between states within Brazil.

At December 31, 2025, the assessment for intrastate trade tax credits taken is $ 2,399 and the total assessment including penalties and interest is $ 10,595 .

At June 30, 2026, the assessment for intrastate trade tax credits taken is $ 2,550 and the total assessment including penalties and interest is $ 11,538 .

The Company believes it has properly complied with Brazilian law and will contest any assessment through the judicial process.

1 unchanged sentence

Other Matters

In addition to the above-mentioned matters, the Company or certain of its subsidiaries are involved in other litigation or legal matters incidental to their business activities, including tax matters.

In addition to the above-mentioned matter, the Company or certain of its subsidiaries are involved in other litigation or legal matters incidental to their business activities, including tax matters.

While the outcome of these matters cannot be predicted with certainty, they are being vigorously defended and the Company does not currently expect that any of them will have a material adverse effect on its business or financial position.

9 unchanged sentences

Nonvested, March 31, 2026 1,749 $ 3.49

Granted 85 4.23

Canceled or forfeited ( 8 ) 3.50

Nonvested, December 31, 2025 1,786 $ 3.49

Nonvested, June 30, 2026 1,741 $ 3.49

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

Three Months Ended Nine Months Ended

December 31, December 31,

2025 2024 2025 2024

Three Months Ended

Equity-based compensation expense $ 282 $ 237

The amount recorded during the nine months ended December 31, 2024 included the impact of a cumulative catch-up adjustment due to the modification on May 10, 2024 of awards then outstanding under the Incentive Plan.

Unrecognized compensation cost for restricted stock units is $ 1,364 as of December 31, 2025, and is expected to be recognized over a weighted average period of 1.18 years, representing the weighted average remaining service period related to the awards, subject to adjustments for actual forfeitures.

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

Performance-Based Stock Units

Under the terms of the performance-based stock units, the amount of shares to be issued to certain employees (ranging from 0 % to 200 % of the number of shares to be issued at the target performance level) will be contingent upon the per share price achieved in a liquidity event (as defined under the terms of the performance-based stock unit award agreement), subject to continued employment through the date of a liquidity event.

The contingent liquidity event is not probable as of December 31, 2025, and accordingly, no equity-based compensation expense has been recognized for performance-based stock units.

The contingent liquidity event is not probable as of June 30, 2026, and accordingly, no equity-based compensation expense has been recognized for performance-based stock units.

The following summarizes activity for performance-based stock units (at the target performance level):

1 unchanged sentence

Nonvested, March 31, 2026 508 $ 4.47

Granted 23 6.79

Canceled or forfeited ( 19 ) 4.36

Nonvested, December 31, 2025 549 $ 4.46

Nonvested, June 30, 2026 489 $ 4.47

Related Party Transactions

1 unchanged sentence

The following summarizes activities with the Company's equity method investees:

Three Months Ended Nine Months Ended

December 31, December 31,

2025 2024 2025 2024

Three Months Ended

Sales $ 7,791 $ 9,055

Purchases 20,385 27,309

Dividends received 7,022 11,475 7,022 11,475

Dividends 11,111 —

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

December 31, 2025 December 31, 2024 March 31, 2025 Location in Condensed Consolidated Balance Sheet

June 30, 2026 June 30, 2025 March 31, 2026 Location in Condensed Consolidated Balance Sheet

Accounts receivable, related parties $ 1,963 $ 1,519 $ 62 Other receivables

Accounts payable, related parties 11,933 18,286 39,317 Accounts payable

Advances from related parties — 5,909 — Advances from customers

Transactions with Significant Shareholders

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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.

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 11.

Debt Arrangements ," during the nine months ended December 31, 2025.

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.

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.

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 on April 12, 2024, 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.

Under the terms of the Debt Repurchase Agreement, the Company has 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.

• On May 31, 2024, the Company paid a total of $ 9,435 , which included $ 332 of accrued and unpaid interest, to retire $ 10,345 of aggregate principal amount of the Pyxus Term Loans.

• On August 2, 2024, the Company paid a total of $ 26,707 , which included $ 379 of accrued and unpaid interest, to retire $ 34,191 of aggregate principal amount of the 2027 Notes.

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.

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.

On August 21, 2024, the Company entered into a privately negotiated transaction with CI Investments, Inc.

("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.

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.

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.

Accrued expenses and other current liabilities as presented in the condensed consolidated balance sheets as of December 31, 2025 and 2024, and March 31, 2025, includes $ 1,373 , $ 3,362 , and $ 1,600 , respectively, of interest payable to Investor-Affiliated Funds.

Interest expense as presented in the condensed consolidated statements of operations includes $ 5,404 and $ 16,380 for the three and nine months ended December 31, 2025, respectively, and $ 5,762 and $ 18,968 for the three and nine months ended December 31, 2024, respectively, that relates 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).

During the three months ended June 30, 2026, funds managed by the Glendon Investor, funds managed by the Monarch Investor, and funds managed by Owl Creek Asset Management, L.P., (such funds are collectively referred to as the "Investor-Affiliated Funds") were holders, in part, of the Intabex Term Loans, the Pyxus Term Loans, and/or the 2027 Notes, which are described in " Note 11.

Debt Arrangements ."

Accrued expenses and other current liabilities as presented in the condensed consolidated balance sheets as of June 30, 2026 and 2025, and March 31, 2026, include $ 1,246 , $ 1,499 , and $ 1,352 , respectively, of interest payable to Investor-Affiliated Funds.

Interest expense as presented in the condensed consolidated statements of operations includes $ 5,182 and $ 5,466 for the three months ended June 30, 2026 and 2025, respectively, that relates to the Investor-Affiliated Funds.

Segment Information

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

Three Months Ended Nine Months Ended

December 31, December 31,

2025 2024 2025 2024

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

Three Months Ended

Sales and other operating revenues:

15 unchanged sentences

Leaf segment operating income $ 15,993 $ 22,089

All Other operating loss ( 836 ) ( 1,258 ) ( 3,228 ) ( 6,161 )

All Other operating income (loss) 229 ( 1,008 )

Restructuring and asset impairment charges 557 81

Consolidated operating income $ 15,665 $ 21,000

Gain on debt retirement — — — 8,178

Gain on pension settlement 373 — 373 —

Interest expense, net 29,842 29,767

Income before income taxes and other items $ 15,093 $ 33,168 $ 15,132 $ 45,859

Loss before income taxes and other items $ ( 14,177 ) $ ( 8,767 )

(1) Represents the other expense, net caption within the condensed consolidated statements of operations.

3 unchanged sentences

Capital expenditures 2,612 378 2,990 2,008 656 2,664

Nine Months Ended

Leaf All Other Total Leaf All Other Total

Depreciation and amortization $ 14,512 $ 1,135 $ 15,647 $ 13,864 $ 1,174 $ 15,038

Capital expenditures 12,467 1,723 14,190 13,031 1,583 14,614

December 31, 2025 December 31, 2024 March 31, 2025

June 30, 2026 June 30, 2025 March 31, 2026

Leaf All Other Total Leaf All Other Total Leaf All Other Total

2 unchanged sentences

Investments in unconsolidated affiliates 89,676 6,498 96,174 89,198 6,461 95,659 99,239 6,624 105,863

S ubsequent Events

Effective January 1, 2026, the investment limit of the Finacity Facility described in " Note 12.

Securitized Receivables " was temporarily increased from $ 120,000 to $ 160,000 of trade receivables through May 31, 2026.

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

What changed 10-Q

Item 1. Financial Statements