What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2024-05-29 compared with 2023-05-25 · 159 added, 186 removed, 1526 unchanged (18% of the section changed)

12 unchanged sentences

Equity in pretax earnings of unconsolidated affiliates 756 2,383 6,095

Other non-operating income (expense) 1,791 2,687 ( 440 )

Other non-operating income 3,084 1,791 2,687

Interest income 4,504 6,023 917

127 unchanged sentences

Proceeds from sale of property, plant and equipment 2,257 1,079 13,004

Other — — ( 800 )

Net cash used by investing activities ( 59,999 ) ( 50,350 ) ( 142,661 )

18 unchanged sentences

Restricted cash (Other noncurrent assets)

— 6,000 6,000

Total cash, restricted cash and cash equivalents

33 unchanged sentences

Dividends paid to noncontrolling shareholders — — — ( 10,572 ) ( 10,572 )

Other — — — (427) (427)

Balance at end of year $ 345,596 $ 1,173,196 $ ( 81,585 ) $ 41,716 $ 1,478,923

28 unchanged sentences

Dividends paid to noncontrolling shareholders — — — ( 10,221 ) ( 10,221 )

Other — — — ( 427 ) ( 427 )

Balance at end of year $ 337,247 $ 1,136,898 $ ( 77,057 ) $ 39,864 $ 1,436,952

11 unchanged sentences

Changes in common stock

Repurchase of common stock ( 782 ) — — — ( 782 )

Accrual of stock-based compensation 6,187 — — — 6,187

5 unchanged sentences

( 76,707 ) — — ( 76,707 )

Repurchase of common stock — ( 2,271 ) — — ( 2,271 )

Dividend equivalents on restricted stock units (RSUs) — ( 1,070 ) — — ( 1,070 )

22 unchanged sentences

Nature of Operations

Universal Corporation, which together with its subsidiaries is referred to herein as “Universal” or the “Company,” is a global business-to-business agri-products supplier to consumer product manufacturers.

Universal Corporation, which together with its subsidiaries is referred to herein as “Universal” or the “Company,” is a global business-to-business agriproducts company.

The Company is the leading global leaf tobacco supplier and provides high-quality plant-based ingredients to food and beverage end markets.

6 unchanged sentences

These investments are accounted for under the equity method because Universal exercises significant influence over those companies, but not control.

The Company received dividends totaling $ 5.6 million in fiscal year 2023, $ 4.3 million in fiscal year 2022, and $ 2.9 million in fiscal year 2021, from companies accounted for under the equity method.

The Company received no dividends in fiscal year 2024, $ 5.6 million in fiscal year 2023, and $ 4.3 million in fiscal year 2022, from companies accounted for under the equity method.

Investments where Universal has a voting interest of less than 20% are not significant and do not have readily determinable fair values.

48 unchanged sentences

Restricted cash was associated with the acquisition of Silva International, Inc.

("Silva") and was recognized as a component of other noncurrent assets at March 31, 2022 and 2021.

("Silva") and was recognized as a component of other noncurrent assets at March 31, 2022.

The restricted cash associated with the Silva acquisition was released to the selling shareholder during the fiscal year ended March 31, 2023.

See Note 2 for more information about the release of restricted cash.

Advances to Tobacco Suppliers

10 unchanged sentences

Interest on advances is recognized in earnings upon the farmers’ delivery of tobacco in payment of principal and interest.

Advances on which interest accrual had been discontinued totaled approximately $ 3 million and $4 million at March 31, 2023 and 2022, respectively.

Advances on which interest accruals had been discontinued totaled approximately $ 2 million and $ 3 million at March 31, 2024 and 2023, respectively.

Inventories are valued at the lower of cost or net realizable value.

Raw materials primarily consist of unprocessed leaf tobacco, which is clearly identified by type and grade at the time of purchase.

The Company tracks the costs associated with this tobacco in the final product lots, and maintains this identification through the time of sale.

This method of cost accounting is

The Company tracks the costs associated with this

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

referred to as the specific cost or specific identification method.

tobacco in the final product lots, and maintains this identification through the time of sale.

This method of cost accounting is referred to as the specific cost or specific identification method.

The predominant cost component of the Company’s inventories is the cost of the unprocessed tobacco.

1 unchanged sentence

The Company does not capitalize any interest or sales-related costs in inventory.

Freight costs are recorded in cost of goods sold.

In-bound freight costs are recorded in cost of goods sold.

Other inventories consist primarily of unprocessed and processed food and vegetable ingredients, botanical extracts, seed, fertilizer, packing materials, and other supplies, and are valued using the specific cost method.

6 unchanged sentences

When tobacco is sold for export, VAT is normally not assessed.

In countries where tobacco sales are predominately for export markets, VAT collections generated on downstream sales are often not sufficient to fully offset the subsidiaries’ VAT payments.

In countries where tobacco sales are predominantly for export markets, VAT collections generated on downstream sales are often not sufficient to fully offset the subsidiaries’ VAT payments.

In those situations, unused VAT credits can accumulate.

28 unchanged sentences

Goodwill is carried at the lower of cost or fair value and is reviewed for potential impairment on an annual basis as of the end of the fiscal year.

Accounting Standards Codification Topic 350 (“ASC 350”) permits companies to base their initial assessments of potential goodwill impairment on qualitative factors, and the Company elected to use that approach at March 31, 2023 and 2022.

Those factors did not indicate that it was more likely than not

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

that the fair value of any of the reporting units was less than their respective carrying value, therefore no potential impairment of the Company's recorded goodwill was noted as of those dates.

Reporting units are distinct operating subsidiaries or groups of subsidiaries that typically compose the Company’s business in a specific country or location.

3 unchanged sentences

Significant adverse changes in the operations or estimated future cash flows for a reporting unit with recorded goodwill could result in an impairment charge.

Accounting Standards Codification Topic 350 ("ASC 350") permits companies to base initial assessments of potential goodwill impairment on qualitative factors, but also allows companies to bypass the qualitative assessment and perform a quantitative assessment.

The Company elected to bypass the qualitative assessment and perform a quantitative assessment of goodwill impairment at March 31, 2024.

The quantitative goodwill assessment consists of comparing the fair value of each reporting unit to the carrying value of that reporting unit.

In the event that the carrying value of the reporting unit exceeds its fair value, an impairment of the reporting unit's goodwill is recognized, up to the amount of goodwill allocated to that reporting unit.

Fair value was assessed using a discounted cash flow model, comprised of estimates of future cash flows and discount rates.

Based on this quantitative assessment, the Company determined there was no impairment of goodwill for any of its reporting units as of March 31, 2024.

The Company elected to use the qualitative approach at March 31, 2023.

The qualitative assessment did not indicate that it was more likely than not that the fair value of any of the reporting units was less than their respective carrying value, therefore no potential impairment of the Company's recorded goodwill was noted as of that date.

Other intangibles principally consists of finite lived intangible assets including customer-related intangibles, trade names, developed technology, and noncompetition agreements.

20 unchanged sentences

The Company enters into such contracts only with counterparties of good standing.

The credit exposure related to non-performance by the counterparties and the Company is considered in determining the fair values of the derivatives, and the effect has not been material to the financial statements or operations of the Company.

The credit exposure related to non-performance by the counterparties and the Company is considered in determining the fair values of the derivatives, and the effect has not been

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

material to the financial statements or operations of the Company.

Additional disclosures related to the Company’s derivatives and hedging activities are provided in Note 11.

6 unchanged sentences

The remeasurement of local currency amounts into U.S.

dollars creates remeasurement gains and losses that are included in earnings

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

as a component of selling, general, and administrative expenses.

The Company recognized net remeasurement gains of $ 3.9 million and $ 8.5 million in fiscal years 2023 and 2021, respectively, and net remeasurement losses of $ 19.0 million in fiscal year 2022.

dollars creates remeasurement gains and losses that are included in earnings as a component of selling, general, and administrative expenses.

The Company recognized net remeasurement losses of $ 5.1 million and $ 19.0 million in fiscal years 2024 and 2022, respectively, and net remeasurement gains of $ 3.9 million in fiscal year 2023.

Foreign currency transactions and forward foreign currency exchange contracts that are not designated as hedges generate gains and losses when they are settled or when they are marked-to-market under the prescribed accounting guidance.

22 unchanged sentences

Additional disclosures related to the Company's revenue from contracts with customers are provided in Note 3.

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Stock-Based Compensation

4 unchanged sentences

Actual results could differ from those estimates.

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Accounting Pronouncements

Pronouncements Adopted in Fiscal Year 2022

The Company adopted FASB Accounting Standards Update No.

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

Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”) effective April 1, 2020.

ASU 2016-13 requires companies to measure credit losses utilizing a methodology that reflects expected credit losses and requires a consideration of a broader range of reasonable and supportable information to inform credit loss estimates.

The Company determined that the update applied to trade receivables, but that there was no material impact to the consolidated financial statements from the adoption of ASU 2016-13.

The Company adopted FASB Accounting Standards Update No.

2018-15, “Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40):

Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (a consensus of FASB Emerging Issues Task Force)” (“ASU 2018-15”) effective April 1, 2020.

ASU 2018-15 aligns the requirements for capitalizing implementation costs in a cloud computing arrangement service contract with the requirements for capitalizing implementation costs incurred for an internal-use software license.

Under that model, implementation costs are capitalized or expensed depending on the nature of the costs and the project stage during which they are incurred.

Capitalized implementation costs are amortized over the term of the associated hosted cloud computing arrangement service contract on a straight-line basis, unless another systematic and rational basis is more representative of the pattern in which the entity expects to benefit from its right to access the hosted software.

Capitalized implementation costs would then be assessed for impairment in a manner similar to long-lived assets.

There was no material impact to the consolidated financial statements from the adoption of ASU 2018-15.

Pronouncements Adopted in Fiscal Year 2022

The Company adopted FASB issued Accounting Standards Update No.

11 unchanged sentences

There was no material impact to the consolidated financial statements from the adoption of ASU 2020-04.

Accounting Pronouncements to be Adopted in Future Years

In November 2023, the FASB issued Accounting Standards Update No.

2023-07, "Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures" ("ASU 2023-07").

ASU 2023-07 requires additional disclosures about profitability measures utilized by the chief operating decision maker and significant segment expenses.

ASU 2023-07 also requires all annual disclosures regarding profit or loss and assets to be included in interim disclosures.

ASU 2023-07 is effective for fiscal years beginning after December 15, 2023 and for interim periods in fiscal years beginning after December 15, 2024, although early adoption is permitted.

The Company is currently evaluating the impact of adopting this standard on its operating segments disclosures.

In December 2023, the FASB issued Accounting Standards Update No.

2023-09, "Income Taxes (Topic 740) - Improvements to Income Tax Disclosures" ("ASU 2023-09").

ASU 2023-09 requires additional disclosures reconciling the rates of different categories of income tax (i.e.

federal , state, foreign, etc.) and a disaggregation of taxes paid and refunded.

ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 and for interim periods in fiscal years beginning after December 15, 2025, although early adoption is permitted.

The Company is currently evaluating the impact of adopting this standard on its income tax disclosures.

Reclassifications

4 unchanged sentences

The acquisition of Shank's diversifies the Company's product offerings and generates new opportunities for its plant-based ingredients platform.

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

A portion of the goodwill recorded as part of the acquisition was attributable to the assembled workforce of Shank's.

5 unchanged sentences

Therefore, pro forma information is not presented.

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

For the fiscal year ended March 31, 2022 , the Company incurred $ 2.3 million for acquisition-related transaction costs for the purchase of Shank's.

30 unchanged sentences

Additionally, the Company has fruit and vegetable processing operations, as well as flavor and extract services that provide customers with a range of food ingredient products.

Payment terms with customers vary depending on customer creditworthiness, product types, services provided, and other factors.

Payment terms with customers vary depending on customer

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

creditworthiness, product types, services provided, and other factors.

Contract durations and payment terms for all revenue categories generally do not exceed one year.

1 unchanged sentence

Below is a description of the major revenue-generating categories from contracts with customers.

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Tobacco Sales

2 unchanged sentences

The contracts for tobacco sales with customers create a performance obligation to transfer tobacco to the customer.

Transaction prices for the sale of tobaccos are primarily based on negotiated fixed prices, but the Company does have a small number of cost-plus contracts with certain customers.

Transaction prices for the sale of tobacco are primarily based on negotiated fixed prices, but the Company does have a small number of cost-plus contracts with certain customers.

Cost-plus arrangements provide the Company reimbursement of the cost to purchase and process the tobacco, plus a contractually agreed-upon profit margin.

4 unchanged sentences

Ingredient Sales

In recent fiscal years, the Company has diversified operations through acquisition of established companies that offer customers a wide range of both liquid and dehydrated fruit and vegetable ingredient products, flavors, and botanical extracts.

The Company has diversified operations through acquisition of established companies that offer customers a wide range of both liquid and dehydrated fruit and vegetable ingredient products, flavors, and botanical extracts.

These operations procure raw materials from domestic and international growers and suppliers and through a variety of processing steps including sorting, cleaning, pressing, mixing, extracting, and blending to manufacture finished goods utilized in both human and pet food.

9 unchanged sentences

Other Sales and Revenue from Contracts with Customers

From time to time, the Company enters into various arrangements with customers to provide other value-added services that may include blending, chemical and physical testing of products, storage, sorting, and tobacco cutting services for select manufacturers.

From time to time, the Company enters into various arrangements with customers to provide other value-added services that may include blending, chemical and physical testing of products, storage, logistics, sorting, and tobacco cutting services for select manufacturers.

These other arrangements and operations are a much smaller portion of the Company’s business, and are separate and distinct contractual agreements from the Company’s tobacco and food ingredients sales or third-party processing arrangements with customers.

16 unchanged sentences

A material part of the Company’s business is dependent upon a few customers.

The Company’s seven largest customers are Altria Group, Inc, British American Tobacco plc, China Tobacco International, Inc., Imperial Brands plc, Japan Tobacco, Inc., Philip Morris International, Inc., and Swedish Match AB.

In the aggregate, these customers have accounted for more than 60 % of consolidated revenue for each of the past three fiscal years.

The Company’s six largest customers are Altria Group, Inc, British American Tobacco plc, China Tobacco International, Inc., Imperial Brands plc, Japan Tobacco, Inc., and Philip Morris International, Inc.

In the aggregate, these customers have accounted for approximately 60 % of consolidated revenue for each of the past three fiscal years.

For the fiscal years ended March 31, 2024, 2023, and 2022, revenue from Philip Morris International, Inc.

accounted for revenue of approximately $ 460 million, $ 320 million, and $ 460 million, respectively, Imperial Brands plc accounted for revenue of approximately $ 430 million, $ 380 million, and $ 340 million, respectively, and British American Tobacco plc accounted for revenue of approximately $ 290 million, $ 260 million, and $ 210 million, respectively.

accounted for revenue of approximately $ 630 million, $ 460 million, and $ 320 million, respectively, Imperial Brands plc accounted for revenue of approximately $ 340 million, $ 430 million, and $ 380 million, respectively, and Japan Tobacco, Inc.

accounted for revenue of approximately $ 260 million, $ 160 million, and $ 120 million, respectively.

These customers do business with various affiliates in the Company’s Tobacco Operations segment.

5 unchanged sentences

Tobacco Operations

During the fiscal year ended March 31, 2024, the Company restructured operations at its Global Laboratory Services, Inc ("GLS") facility in Wilson, NC.

GLS provides testing for crop protection agents and tobacco constituents in seed, leaf, and finished products, including e-cigarette liquids and vapors, and has capabilities for testing non-tobacco products.

As a result of the restructuring of the GLS operations, the Company incurred $ 1.8 million of restructuring and impairment costs for the fiscal year ended March 31, 2024.

During the fiscal year ended March 31, 2024, the Company also incurred $ 1.7 million of termination and impairment costs in other areas of the Tobacco Operations segment.

Fiscal Year Ended March 31, 2022

Tobacco Operations

As a result of efforts to exit the idled tobacco operations in Tanzania, the Company reevaluated the carrying values of property, plant, and equipment associated with the Tanzania operations.

During the fiscal year ended March 31, 2022, the Company determined the carrying value exceeded the estimated fair value of those assets and recognized a $ 9.4 million impairment charge.

During the fiscal year ended March 31, 2023, the Company sold all outstanding common stock, which included all properties, of the idled companies in Tanzania.

During the fiscal year ended March 31, 2023, the Company sold all outstanding common stock, which included all properties, of the idled companies in Tanzania for $ 8.5 million.

During the fiscal year ended March 31, 2022, the Company also incurred $ 2.2 million of termination costs for the Tobacco Operations segment.

Ingredients Operations

During the fiscal year ended March 31, 2022, the Company recognized $ 1.2 million of net gains on the sale of the remaining property, plant, and equipment associated with the wind-down of the CIFI operations that was announced in fiscal year 2021.

Fiscal Year Ended March 31, 2021

Tobacco Operations

During the fiscal year ended March 31, 2021, the Company incurred $ 4.4 million of termination and impairment costs associated with the restructuring of tobacco buying and administrative operations in Africa, $ 1.2 million of combined termination costs in other regions, and a $ 0.9 million charge for the liquidation of an idled service entity in Tanzania.

Total restructuring and impairments costs related to the Tobacco Operations segment were $ 6.5 million for the fiscal year ended March 31, 2021.

UNIVERSAL CORPORATION

1 unchanged sentence

Ingredients Operations

In fiscal year 2021, the Company committed to a plan to wind-down its subsidiary, Carolina Innovative Food Ingredients, Inc.

( “ CIFI ” ), a sweet potato processing operation located in Nashville, North Carolina.

The CIFI operation was a start-up project initially undertaken by the Company in fiscal year 2015.

The decision to wind down CIFI was consistent with the Company’s capital allocation strategy to focus on delivering shareholder value through building and enhancing a plant-based ingredients platform, which includes integrating and exploring the synergies of acquired businesses, FruitSmart and Silva.

The Company determined that CIFI was not a strategic fit for the platform’s long-term objectives.

CIFI’s single-product focused processing facility and ongoing international pricing pressures, among other factors, created challenges that proved insurmountable.

As a result of the decision to wind down the CIFI operations, the Company paid termination benefits totaling approximately $ 0.6 million to employees whose permanent positions were eliminated.

In addition to the termination costs, the Company recognized various other costs associated with the wind-down of the CIFI facility.

These costs include impairments of property, plant, and equipment (including the factory building), as well as inventory and supply write-downs.

The total restructuring and impairment charge incurred for the CIFI wind-down was $ 16.1 million for the fiscal year ended March 31, 2021.

A summary of the restructuring and impairment costs incurred during the fiscal years ended March 31, 2024, 2023, and 2022 is as follows:

Fiscal Years Ended

Fiscal Years Ended March 31,

2024 2023 2022

Restructuring Costs:

1 unchanged sentence

Other restructuring costs ( 181 ) — ( 24 )

1,434 — 2,150

Impairment Costs:

4 unchanged sentences

Balance at April 1, 2021 $ 1,370 $ 613 $ 1,983

$ 3,415 $ — $ 3,415

Fiscal Year 2022 Activity:

6 unchanged sentences

Balance at March 31, 2023 — — —

Fiscal Year 2024 Activity:

Costs charged to expense 1,615 ( 181 ) 1,434

Payments and write-offs ( 1,362 ) 181 ( 1,181 )

Balance at March 31, 2024 $ 253 $ — $ 253

Universal continually reviews its business for opportunities to realize efficiencies, reduce costs, and realign its operations in response to business changes.

73 unchanged sentences

The affirmative ruling also resulted in recognition of $ 5.0 million of interest income for the fiscal year ended March 31, 2023.

The tax credits and associated interest income credits are expected to be used to reduce federal non-income tax liabilities through the end of calendar year 2027.

The tax credits and associated interest income credits are being used to reduce federal non-income tax liabilities through the end of calendar year 2027.

The tax credits were recognized as both current and noncurrent assets on the consolidated balance sheet based on when the credits are expected to be realized.

8 unchanged sentences

In fiscal year 2022, the Company recognized a $ 1.7 million benefit related to a final tax law ruling at a foreign subsidiary.

In fiscal year 2021, the Company recognized a $ 4.4 million net tax benefit for final U.S.

tax regulations issued for hybrid dividends paid by foreign subsidiaries.

Components of Income Before Income Taxes

12 unchanged sentences

Goodwill and other intangible assets 32,232 33,781

Local currency exchange gains of foreign subsidiaries 1,432 4,094

Interest rate swap 3,036 1,885

All other 1,168 2,786

21 unchanged sentences

Other comprehensive loss ( 1,056 ) 3,551 6,555

$ 15,284 $ 45,218 $ 38,975

Total $ 30,053 $ 15,284 $ 45,218

Uncertain Tax Positions

16 unchanged sentences

For fiscal year ended March 31, 2023, the Company recognized $ 1.8 million as a reduction to interest expense related to an uncertain tax position on the Tanzania operations that were sold in fiscal year 2023.

For the fiscal year ended March 31, 2021, the Company recognized $ 1.8 million as a component of interest expense related to a settlement of an uncertain tax position at a foreign subsidiary.

Amounts accrued or reversed for interest were not material for fiscal year 2022.

Amounts accrued or reversed for interest were not material for fiscal years 2024 and 2022.

Amounts accrued or reversed for penalties were not material for fiscal years 2024 through 2022, and liabilities recorded for penalties at March 31, 2024 and 2023 also were not material.

10 unchanged sentences

The Company's changes in goodwill at March 31, 2024 and 2023 consisted of the following:

(in thousands) Fiscal Year Ended March 31,

Fiscal Year Ended March 31,

Balance at beginning of year $ 213,922 $ 213,998

Acquisition of business (1)

Foreign currency translation adjustment

1 unchanged sentence

Balance at end of year $ 213,869 $ 213,922

(1) On October 4, 2021, the Company acquired 100 % of the capital stock of Shank's for approximately $ 100 million in cash and $ 2.4 million of additional working capital on-hand at the date of acquisition.

The Shank's acquisition resulted in $ 41.1 million of goodwill.

See Note 2 for additional information.

The Company's intangible assets primarily consist of capitalized customer-related intangibles, trade names, proprietary developed technology and noncompetition agreements.

The Company's intangible assets subject to amortization consisted of the following at March 31, 2024 and 2023:

(in thousands, except useful life) Fiscal Year Ended March 31,

Useful Life (Years) Gross Carrying Value Accumulated Amortization Net Carrying Value Gross Carrying Value Accumulated Amortization Net Carrying Value

March 31, 2024

(in thousands, except useful life) Useful Life (Years) Gross Carrying Value Accumulated Amortization Net Carrying Value

Customer relationships 11 - 13 $ 86,500 $ ( 25,424 ) $ 61,076

11 - 13 $ 86,500 $ ( 17,693 ) $ 68,807 $ 86,500 $ ( 9,963 ) $ 76,537

Trade names 5 11,100 ( 8,265 ) 2,835

5 11,100 ( 6,045 ) 5,055 11,100 ( 3,825 ) 7,275

Developed technology 13 9,300 ( 5,665 ) 3,635

3 - 13 9,300 ( 5,319 ) 3,981 9,300 ( 3,773 ) 5,527

Noncompetition agreements 4 - 5 4,000 ( 2,725 ) 1,275

4 - 5 4,000 ( 1,775 ) 2,225 4,000 ( 825 ) 3,175

Other 5 782 ( 720 ) 62

Total intangible assets $ 111,682 $ ( 42,799 ) $ 68,883

(1) The Shank's acquisition resulted in $ 31.5 million of intangibles.

See Note 2 for additional information.

March 31, 2023

Useful Life (Years) Gross Carrying Value Accumulated Amortization Net Carrying Value

Customer relationships 11 - 13 $ 86,500 $ ( 17,693 ) $ 68,807

Trade names 5 11,100 ( 6,045 ) 5,055

Developed technology 13 9,300 ( 5,319 ) 3,981

Noncompetition agreements 4 - 5 4,000 ( 1,775 ) 2,225

Other 5 721 ( 688 ) 33

Total intangible assets $ 111,621 $ ( 31,520 ) $ 80,101

Intangible assets are amortized on a straight-line basis over the asset's estimated useful economic life as noted above.

The Company's amortization expense for intangible assets for the years ended March 31, 2024, 2023, and 2022:

(in thousands) Fiscal Year Ended March 31,

Fiscal Year Ended March 31,

2024 2023 2022

2 unchanged sentences

The amortization expense for the other intangible assets is recorded in selling, general, and administrative expenses in the consolidated income statements of income.

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

As of March 31, 2024, the expected future amortization expense for intangible assets is as follows:

(in thousands)

2025 $ 11,073

1 unchanged sentence

Total expected future amortization expense $ 68,883

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

CREDIT FACILITIES

Bank Credit Agreement

On December 15, 2022, the Company entered into a new senior unsecured bank credit agreement that replaced its existing bank credit agreement dated December 20, 2018.

In addition to extending the maturity dates of the underlying components of the facility, the new agreement includes a $ 530 million five-year revolving credit facility (expiring December 15, 2027), a $ 275 million five-year term loan (due December 15, 2027), and a $ 345 million seven-year term loan (due December 15, 2029).

Borrowings under the revolving credit facility bear interest at a variable rate benchmarked to the Secured Overnight Financing Rate ("SOFR"), instead of LIBOR, plus a margin that is based on the Company's credit measures.

On December 15, 2022, the Company entered into a senior unsecured bank credit agreement that included a $ 530 million five-year revolving credit facility (expiring December 15, 2027), a $ 275 million five-year term loan (due December 15, 2027), and a $ 345 million seven-year term loan (due December 15, 2029).

Borrowings under the revolving credit facility bear interest at a variable rate benchmarked to the Secured Overnight Financing Rate ("SOFR"), plus a margin that is based on the Company's credit measures.

In addition to interest, the Company pays a facility fee on the revolving credit facility.

17 unchanged sentences

Long-term debt $ 617,364 $ 616,809

$ 616,809 $ 518,547

As discussed in Note 8, on December 15, 2022, the Company entered into a new bank credit agreement that replaced its existing bank credit agreement dated December 20, 2018.

In addition to extending the maturity dates of the underlying components of the facility, the new agreement includes a $ 275 million five-year term loan and a $ 345 million seven-year term loan.

As discussed in Note 8, on December 15, 2022, the Company entered into a bank credit agreement that included a $ 275 million five-year term loan and a $ 345 million seven-year term loan.

Both term loans were fully funded at closing, require no amortization, and are repayable without penalty prior to maturity.

Under the credit agreement, both term loans bear interest at a variable rate benchmarked to the SOFR, instead of LIBOR, plus a margin that is based on the Company's credit measures.

Under the credit agreement, both term loans bear interest at a variable rate benchmarked to the SOFR plus a margin that is based on the Company's credit measures.

As discussed in Note 11, the Company had receive-floating/pay-fixed interest rate swap agreements in place with respect to the prior term loans through December 20, 2023 for the five-year term loan and through December 20, 2025 for the seven-year term loan.

2 unchanged sentences

With the swap agreements in place, the effective interest rates on the swapped portions of the five-year and seven-year term loans were 5.50 % and 5.65 % at March 31, 2024, respectively.

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

The weighted average effective interest rates, when taking into consideration both the swapped and unswapped interest payments for all outstanding long-term debt, were 6.46 % and 6.66 % at March 31, 2024 for the five-year and seven-year term loans, respectively.

1 unchanged sentence

Disclosures about the fair value of long-term debt are provided in Note 12.

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Shelf Registration

6 unchanged sentences

The following table sets forth the right-of-use assets and lease liabilities for operating leases included in the Company’s consolidated balance sheet:

(in thousands) March 31, 2023 March 31, 2022

March 31, 2024 March 31, 2023

Operating lease right-of-use assets $ 32,510 $ 40,505

3 unchanged sentences

The following table sets forth the location and amount of operating lease costs included in the Company's consolidated statement of income:

Fiscal Year Ended March 31, Fiscal Year Ended March 31,

(in thousands) 2023 2022

Fiscal Year Ended March 31,

2024 2023 2022

Income Statement Location

7 unchanged sentences

The following table reconciles the undiscounted cash flows to the operating lease liabilities in the Company’s consolidated balance sheet:

(in thousands) March 31, 2023

Maturity of Operating Lease Liabilities

March 31, 2024

Fiscal Year Maturity of Operating Lease Liabilities

2025 $ 11,661

5 unchanged sentences

The following table sets forth supplemental information related to operating leases:

Fiscal Year Ended March 31, Fiscal Year Ended March 31,

Fiscal Year Ended March 31,

(in thousands, except lease term and incremental borrowing rate) 2024 2023 2022

3 unchanged sentences

Weighted Average Remaining Lease Term (years)

4.59 4.86 5.51

Weighted Average Collateralized Incremental Borrowing Rate

6.10 % 5.93 % 5.43 %

As part of the acquisition of Shank's, the Company recognized $ 8.5 million of operating lease right-of-use assets and corresponding operating lease liabilities on the opening balance sheet related to leases of Shank's facilities.

The facilities were subsequently purchased in the three months ended December 31, 2021 and therefore excluded from the lease disclosures above.

DERIVATIVES AND HEDGING ACTIVITIES

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At March 31, 2024, the total notional amount of the interest rate swaps was $ 310 million, which corresponded to a portion of the aggregate balance of the term loans.

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Previously, the Company had receive-floating/pay-fixed interest rate swap agreements that were designated and qualified as cash flow hedges for two non-amortizing bank loans that were repaid concurrent with closing on the new bank credit facility in December 2022.

Those swap agreements, which had an aggregate notional amount of $ 370 million corresponding to a portion of the principal balance on the repaid loans, were terminated concurrent with the inception of the new swap agreements.

The fair value of the previous swap agreements, approximately $ 11.8 million, was received from the counterparties upon termination and is being amortized from accumulated other comprehensive loss into earnings as a reduction of interest expense through the original maturity dates of those agreements.

The fair value of the previous swap agreements, approximately $ 11.8 million, was received from the counterparties upon termination and

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

is being amortized from accumulated other comprehensive loss into earnings as a reduction of interest expense through the original maturity dates of those agreements.

In February 2019, the Company had receive-floating/pay-fixed interest rate swap agreements that were designated and qualified as cash flow hedges for the two non-amortizing bank loans that were repaid in December 2018 and carried over to hedge the variable interest payments for the two non-amortizing bank loans that were repaid in December 2022.

22 unchanged sentences

Crop input sales 30.1 35.2 65.3

$ 92.0 $ 232.5 $ 152.6

Total $ 65.3 $ 92.0 $ 232.5

Fluctuations in exchange rates and in the amount and timing of fixed-price orders from customers for their purchases from individual crop years routinely cause variations in the U.S.

2 unchanged sentences

As a result, changes in fair values of the forward contracts have been recognized in comprehensive income as they occurred, but only recognized in earnings as a component of cost of goods sold upon sale of the related tobacco to third-party customers.

In fiscal years 2023 and 2022, only non-deliverable forward contracts were utilized for the sale of crop inputs.

Premium payments for option contracts entered into for the sale of crop inputs in fiscal year 2021 were expensed into earnings as incurred.

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

The Company de-designates ineffective tobacco purchases and crop input sales hedges to selling, general, and administrative expense when the forecasted tobacco purchases or crop input sales are no longer expected to occur.

The table below presents the expected timing of when the remaining accumulated other comprehensive gains and losses as of March 31, 2024 for cash flows hedges of tobacco purchases and crop input sales will be recognized in earnings.

1 unchanged sentence

Tobacco purchases 2023 Brazil 2025

Tobacco purchases 2022 Brazil 2024

Crop input sales 2025 Brazil 2026

1 unchanged sentence

Forward contracts related to processing costs have not been designated as hedges, and gains and losses on those contracts have been recognized in earnings on a mark-to-market basis.

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Hedging Strategy for Foreign Currency Exchange Rate Risk Related to Net Local Currency Monetary Assets and Liabilities of Foreign Subsidiaries

53 unchanged sentences

For the outstanding interest rate swap agreements, the effective portion of the gain or loss on the derivative is recorded in accumulated other comprehensive loss and any ineffective portion is recorded in selling, general and administrative expenses.

For the forward foreign currency exchange contracts designated as cash flow hedges of tobacco purchases in Brazil and Africa, as well as the crop input sales in Brazil, a net hedge gain of approximately $ 6.9 million remained in accumulated other comprehensive loss at March 31, 2023.

That balance reflects gains and losses on contracts related to the 2023 and 2022 Brazil crops and the 2024 and 2023 Brazil crop input sales, less the amounts reclassified to earnings related to tobacco sold through March 31, 2023.

For the forward foreign currency exchange contracts designated as cash flow hedges of tobacco purchases in Brazil and Africa, as well as the crop input sales in Brazil, a net hedge loss of approximately $ 0.1 million remained in accumulated other comprehensive loss at March 31, 2024.

That balance reflects gains and losses on contracts related to the 2023 Brazil crops and the 2025 and 2024 Brazil crop input sales, less the amounts reclassified to earnings related to tobacco sold through March 31, 2024.

Based on the hedging strategy, as the gain or loss is recognized in earnings, it is expected to be offset by a change in the direct cost for the tobacco or by a change in sales prices if the strategy has been mandated by the customer.

52 unchanged sentences

Trading securities associated with deferred compensation plans — 12,409 — — 12,409

Interest rate swap agreements — — 6,706 — 6,706

Forward foreign currency exchange contracts — — 322 — 322

Total financial assets measured and reported at fair value $ 145 $ 12,409 $ 7,028 $ — $ 19,582

Interest rate swap agreements $ — $ — $ 3,077 $ — $ 3,077

Forward foreign currency exchange contracts $ — $ — $ 21 $ — $ 21

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Since inputs to the model are observable and significant judgment is not required in determining the fair values, forward foreign currency exchange contracts are classified within Level 2 of the fair value hierarchy.

Acquisition-related contingent consideration obligations

The Company estimates the fair value of acquisition-related contingent consideration obligations by applying an income approach model that utilizes probability-weighted discounted cash flows.

The Company acquired FruitSmart, Inc.("FruitSmart") in fiscal year 2020 and recognized a contingent consideration liability of $ 6.7 million on the date of acquisition.

Each period the Company evaluated the fair value of the acquisition-related contingent consideration obligations.

During the year ended March 31, 2021, the evaluation resulted in the reduction of $ 4.2 million of contingent consideration of the original $ 6.7 million liability recorded.

During the year ended March 31, 2022, an evaluation of the contingent liability resulted in a reduction of the remaining $ 2.5 million contingent liability recorded.

Significant judgment is applied to this model and therefore the acquisition-related contingent consideration obligation is classified within Level 3 of the fair value hierarchy.

A reconciliation of the change in the balance of the acquisition-related contingent consideration obligation (Level 3) for the fiscal years ended March 31, 2023 and 2022 is provided below.

Fiscal Year Ended March 31,

Balance beginning of year $ — $ 2,532

Change in fair value of contingent consideration liability — ( 2,532 )

Balance at end of year $ — $ —

Long-term Debt

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Accordingly, the nonrecurring measurement of the fair value of these assets and liabilities are classified within Level 3 of the fair value hierarchy.

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Acquisition Accounting for Business Combinations

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The Company also sponsors defined benefit plans that provide postretirement health and life insurance benefits for eligible U.S.

employees and retirees who have attained specific age and service levels, although postretirement life insurance benefits were discontinued several years ago for all employees who were not already retired.

employees and

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

retirees who have attained specific age and service levels, although postretirement life insurance benefits were discontinued in fiscal year 2015 for all employees who were not already retired.

The health benefits are funded by the Company as the costs of those benefits are incurred.

22 unchanged sentences

The expected long-term return on plan assets is developed from financial models used to project future returns on the underlying assets of the funded plans and is reviewed on an annual basis.

The healthcare cost

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

trend rate used by the Company is based on a study of medical cost inflation rates that is reviewed and updated annually for continued applicability.

The healthcare cost trend rate used by the Company is based on a study of medical cost inflation rates that is reviewed and updated annually for continued applicability.

The trend assumption of 6.97 % in 2024 declines gradually to 4.44 % in 2032 .

1 unchanged sentence

As a result, changes to the healthcare cost trend rate have a limited impact on the postretirement medical plan liability and expense.

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Benefit Obligations, Plan Assets, and Funded Status

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The unfunded PBO for those pension plans and postretirement benefit plans was $ 27.9 million and $ 16.6 million, respectively, at March 31, 2024.

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

The funded status of the Company’s plans at the end of fiscal years 2024 and 2023 was reported in the consolidated balance sheets as follows:

3 unchanged sentences

Noncurrent assets (included in Pension asset) $ 11,857 $ 9,984 $ — $ —

Current liability (included in Accrued expenses) ( 3,352 ) ( 1,135 ) ( 1,768 ) ( 1,930 )

Current liability (included in Accrued expenses and other current liabilities) ( 2,344 ) ( 3,352 ) ( 1,695 ) ( 1,768 )

Noncurrent liability (reported as Pensions and other postretirement benefits) ( 26,803 ) ( 26,078 ) ( 16,448 ) ( 16,691 )

Amounts recognized in the consolidated balance sheets $ ( 17,290 ) $ ( 19,446 ) $ ( 18,143 ) $ ( 18,459 )

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Additional information on the funded status of the Company’s plans as of the respective measurement dates for the fiscal years ended March 31, 2024 and 2023, is as follows:

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Prior service cost (benefit), beginning of year ( 457 ) ( 1,487 ) ( 36 ) ( 201 )

Prior service cost (benefit) arising during the year 692 — — —

Amortization included in net periodic benefit cost during the year 134 1,030 5 165

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Estimated future benefit payments to be made from the Company’s plans are as follows:

Fiscal Year Pension

Benefits Other

77 unchanged sentences

The Company’s shareholders have approved executive stock plans under which officers, directors, and employees of the Company may receive grants and awards of common stock, restricted stock, restricted stock units (“RSUs”), performance share units (“PSUs”), stock appreciation rights (“SARs”), incentive stock options, and non-qualified stock options.

Currently, grants are outstanding under the 1997 Executive Stock Plan, the 2002 Executive Stock Plan, the 2007 Stock Incentive Plan, and the 2017 Stock Incentive Plan.

Together, these plans are referred to in this disclosure as the “Plans.” Up to 1,000,000 shares may be issued

Currently, grants are outstanding under the 1997 Executive Stock Plan, the 2002 Executive Stock Plan, the 2007 Stock Incentive Plan, the 2017 Stock Incentive Plan, and the 2023 Stock Incentive Plan.

Together, these plans are referred to in this disclosure as the “Plans.” Up to 1,250,000 shares may be issued under the 2023 Stock Incentive Plan, with no specific share limit for any of the award types.

New awards may no longer be issued under the 1997, 2002, 2007, and 2017 Plans.

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

under the 2017 Stock Incentive Plan, with no specific share limit for any of the award types.

New awards may no longer be issued under the 1997, 2002, and 2007 Plans.

The Company’s practice is to award grants of stock-based compensation to officers at the first regularly-scheduled meeting of the Compensation Committee of the Board of Directors (the “Compensation Committee”) in the fiscal year following the public release of the Company’s financial results for the prior year.

In recent years, the Compensation Committee has awarded only grants of RSUs and PSUs.

2 unchanged sentences

After vesting RSUs are paid out in shares of common stock.

Under the terms of the RSU awards, grantees receive dividend equivalents in the form of additional RSUs that vest and are paid out on the same date as the original RSU grant.

Under the terms of the RSU awards, grantees receive dividend equivalents in the form of additional RSUs that vest and are paid out on the same vesting date as the original RSU grant.

The PSUs vest 3 years from the grant date, are paid out in shares of common stock at the vesting date, and do not carry rights to dividends or dividend equivalents prior to vesting.

Shares ultimately paid out under PSU grants are dependent on the achievement of predetermined performance measures established by the Compensation Committee and can range from zero to 150 % of the stated award.

RSUs awarded to outside directors prior to fiscal year 2020 vest 3 years after the grant date and those granted after fiscal year 2020 vest 1 year after the grant date.

RSUs awarded to outside directors vest 1 year after the grant date.

Additionally, restricted stock vests upon the individual’s retirement from service as a director.

24 unchanged sentences

The fair values of RSUs, restricted stock, and PSUs are based on the market price of the common stock on the grant date.

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Stock-Based Compensation Expense

Fair value expense for stock-based compensation is recognized ratably over the period from grant date to the earlier of (1) the vesting date of the award, or (2) the date the grantee is eligible to retire without forfeiting the award.

For employees who are already eligible to retire at the date an award is granted, the total fair value of the award is recognized as expense at the date of grant.

For employees who are already eligible to retire at the date an award is granted, the total fair value of the award is recognized as expense at the date of

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

For the fiscal years ended March 31, 2024, 2023, and 2022, total stock-based compensation expense and the related income tax benefit recognized were as follows:

20 unchanged sentences

The Company's operating subsidiary there pays VAT when tobaccos grown in the states of Santa Catarina and Parana are transferred to its factory in the state of Rio Grande do Sul for processing.

The subsidiary has received assessments for additional VAT plus interest and penalties from the tax authorities for the states of Santa Catarina and Parana based on audits of the subsidiary's VAT filings for specified periods.

The subsidiary received assessments for additional VAT plus interest and penalties from the tax authorities for the states of Santa Catarina and Parana based on audits of the subsidiary's VAT filings for specified periods.

In June 2011, tax authorities for the state of Santa Catarina issued assessments for tax, interest, and penalties for periods from 2006 through 2009 totaling approximately $ 14 million.

In September 2014, tax authorities for the state of Santa Catarina issued a reduced assessment for tax, interest, and penalties for periods from 2009 through 2014.

The subsidiary contested the assessment through a variety of judicial hearings.

In March 2024, the subsidiary elected to participate in a voluntary state government sponsored program that significantly reduced the assessed penalties and interest.

The subsidiary's participation in the program resulted in the matter being settled for $ 5 million and eliminates any further litigation regarding the matter.

In September 2014, tax authorities for the state of Parana issued an assessment for tax, interest, and penalties for periods from 2009 through 2014 totaling approximately $ 11 million.

These amounts are based on the exchange rate for the Brazilian currency at March 31, 2024.

Management of the operating subsidiary and outside counsel believe that errors were made by the tax authorities for both states in determining all or significant portions of these assessments and that various defenses support the subsidiary's positions.

With respect to the Santa Catarina assessments, the subsidiary took appropriate steps to contest the full amount of the claims.

As of March 31, 2023, a portion of the subsidiary's arguments had been accepted, and the outstanding assessment had been reduced, although interest on the remaining assessment has continued to accumulate.

The reduced assessment, together with the related accumulated interest through the end of the current reporting period, totaled approximately $ 10 million at the March 31, 2023 exchange rate.

The subsidiary is continuing to contest the full remaining amount of the assessment.

While the range of reasonably possible loss is zero up to the full $ 10 million remaining assessment, based on the strength of the subsidiary's defenses, no loss within that range is considered probable at this time and no liability has been recorded at March 31, 2023.

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

With respect to the Parana assessment, management of the subsidiary and outside counsel challenged the full amount of the claim.

Management of the operating subsidiary and outside counsel believe that errors were made by the tax authorities for the state of Parana in determining all or significant portions of this assessment and that various defenses support the subsidiary's position.

Management of the subsidiary and outside counsel challenged the full amount of the claim.

A significant portion of the Parana assessment was based on positions taken by the tax authorities that management and outside counsel believe deviate significantly from the underlying statutes and relevant case law.

2 unchanged sentences

The new assessment totaled approximately $ 3 million at the March 31, 2024 exchange rate, reflecting a substantial reduction from the original $ 11 million assessment.

Notwithstanding the reduction, management and outside counsel continue to believe that the new assessment is not supported by the underlying statutes and relevant case law and have challenged the full amount of the claim.

Notwithstanding the reduction, management and outside counsel continue to believe that the new

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

assessment is not supported by the underlying statutes and relevant case law and have challenged the full amount of the claim.

The range of reasonably possible loss is considered to be zero up to the full $ 3 million assessment.

However, based on the strength of the subsidiary's defenses, no loss within that range is considered probable at this time and no liability has been recorded at March 31, 2024.

In both states, the process for reaching a final resolution to the assessments is expected to be lengthy, and management is not currently able to predict when either case will be concluded.

Should the subsidiary ultimately be required to pay any tax, interest, or penalties in either case, the portion paid for tax would generate VAT credits that the subsidiary may be able to recover.

The process for reaching a final resolution to the Parana assessment is expected to be lengthy, and management is not currently able to predict when the case will be concluded.

Should the subsidiary ultimately be required to pay any tax, interest, or penalties, the portion paid for tax would generate VAT credits that the subsidiary may be able to recover.

Other Legal and Tax Matters

10 unchanged sentences

Some of these tobacco types are also increasingly used in the manufacture of next generation tobacco products that are intended to provide consumers with an alternative to traditional combustible products.

The Tobacco Operations segment also provides physical and chemical product testing and smoke testing for tobacco customers.

The Tobacco Operations segment also provides physical and chemical product testing for tobacco customers.

A substantial portion of the Company’s Tobacco Operations' revenues are derived from sales to a limited number of large, multinational cigarette and cigar manufacturers.

3 unchanged sentences

FruitSmart, Silva, and Shank's are the primary operations for the Ingredients Operations segment.

FruitSmart manufactures fruit and vegetable juices, purees, concentrates, essences, fibers, seeds, seed oils, and seed powders.

Silva is primarily a dehydrated product manufacturer of fruit and vegetable based flakes, dices, granules, powders, and blends.

Shank's manufactures botanical extracts and flavorings and also offers bottling and custom packaging for customers.

In fiscal year 2021, the Company announced the wind-down of CIFI, a greenfield operation that primarily manufactured both dehydrated and liquid sweet potato products.

See Note 4 for additional information about the wind-down of CIFI.

FruitSmart supplies a broad set of juices, concentrates, pomaces, purees, fruit fibers, seeds, seed powders, and other value-added products to food, beverage, and flavor companies throughout the United States and internationally.

Silva procures dehydrated vegetables, fruits, and herbs from around the world and specializes in processing natural materials into custom designed dehydrated vegetable and fruit-based ingredients for a variety of end products.

Shank's offers a diversified portfolio of botanical extracts, distillates, natural flavors, and color for industrial and private label customers worldwide, and is known for their significant vanilla expertise.

Shank's is also equipped to offer customers custom bottling and packaging for their products.

Universal incurs overhead expenses related to senior management, sales, finance, legal, and other functions that are centralized at its corporate headquarters, as well as functions performed at several sales and administrative offices around the world.

These overhead expenses are currently allocated to the reportable operating segments, generally on the basis of projected annual financial and operational performance, including volumes planned to be purchased and/or processed.

Management believes this method of allocation is currently representative of the value of the related services provided to the operating

Management believes this method of allocation is currently representative of the value of the related services provided to the operating segments.

The Company currently evaluates the performance of its segments based on operating income after allocated overhead expenses, plus equity in the pretax earnings of unconsolidated affiliates.

UNIVERSAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

The Company currently evaluates the performance of its segments based on operating income after allocated overhead expenses, plus equity in the pretax earnings of unconsolidated affiliates.

Reportable segment data as of, or for, the fiscal years ended March 31, 2024, 2023, and 2022, is as follows:

10 unchanged sentences

Other income (3)

— 2,532 4,173

Consolidated total $ 2,748,573 $ 2,569,824 $ 2,103,601 $ 222,009 $ 181,072 $ 160,315

21 unchanged sentences

(3) Other income represents the reversal of the contingent consideration liability associated with the acquisition of FruitSmart.

See Note 12 for additional information.

UNIVERSAL CORPORATION

6 unchanged sentences

2024 2023 2022

United States $ 530,467 $ 495,322 $ 369,074

Belgium $ 552,208 $ 395,616 $ 283,072

United States 547,923 530,467 495,322

China 219,979 204,139 97,826

Philippines 133,656 149,867 147,876

Indonesia 117,019 45,089 41,738

Poland 97,723 119,629 90,270

Germany 95,350 108,844 93,057

France 64,563 39,307 26,480

Mexico 51,847 29,514 51,448

Netherlands 42,492 51,843 45,297

Mexico 26,438 51,847 29,514

France 16,669 64,563 39,307

All other countries 899,116 847,920 740,322

1 unchanged sentence

Long-Lived Assets

2023 2022 2021

(in thousands) 2024 2023 2022

United States $ 355,905 $ 343,470 $ 344,276

8 unchanged sentences

Fiscal Year Ended March 31,

(in thousands of dollars) 2023 2022 2021

2024 2023 2022

Foreign currency translation:

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Other comprehensive income (loss) attributable to Universal Corporation, net of income taxes ( 582 ) ( 3,268 ) ( 5,830 )

( 3,268 ) ( 5,830 ) 7,788

Balance at end of year $ ( 44,815 ) $ ( 44,233 ) $ ( 40,965 )

9 unchanged sentences

Other comprehensive income (loss) attributable to Universal Corporation, net of income taxes ( 5,515 ) 1,320 3,993

1,320 3,993 11,812

Balance at end of year $ ( 616 ) $ 4,899 $ 3,579

9 unchanged sentences

Other comprehensive income (loss) attributable to Universal Corporation, net of income taxes 3,235 6,113 18,620

6,113 18,620 7,922

Balance at end of year $ 8,488 $ 5,253 $ ( 860 )

7 unchanged sentences

Other comprehensive income (loss) attributable to Universal Corporation, net of income taxes ( 1,666 ) 3,089 5,943

3,089 5,943 17,038

Balance at end of year $ ( 44,642 ) $ ( 42,976 ) $ ( 46,065 )

89 unchanged sentences

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

What changed 10-K

Item 8. Financial Statements and Supplementary Data