SEABOARD CORP /DE/

Previous wording

This Management Discussion and Analysis is provided as a supplement to, and should be read in conjunction with, Seaboard’s consolidated financial statements and the accompanying notes included in this quarterly report on Form 10-Q and within Seaboard’s 2025 10-K. Certain statements in this report contain forward-looking statements. See the section entitled“Forward-looking Statements” for more information on these forward-looking statements, including a discussion of the most significant factors that could cause actual results to differ materially from those in the forward-looking statements.

Current wording

This Management’s Discussion and Analysis is provided as a supplement to, and should be read in conjunction with, Seaboard’s consolidated financial statements and the accompanying notes included in this quarterly report on Form 10-Q and within Seaboard’s 2025 10-K. Certain statements in this report contain forward-looking statements. See the section entitled “Forward-looking Statements” for more information on these forward-looking statements, including a discussion of the most significant factors that could cause actual results to differ materially from those in the forward-looking statements.

Previous wording

The primary objectives of Seaboard’s financing strategy are to effectively manage financial risks, ensure efficient liquidity for daily global operations and maintain balance sheet strength. Seaboard’s principal funding sources are generated from operating activities, short-term investments and borrowings from revolving lines of credit and term loans. Seaboard’s cash requirements primarily include funding for working capital, capital expenditures, strategic investments and other needs. Seaboard evaluates its overall liquidity at least on a quarterly basis, and management believes Seaboard’s combination of internally-generated cash, liquidity and borrowing capabilities will be adequate to meet all short-term and long-term commitments.

Current wording

The primary objectives of Seaboard’s financing strategy are to effectively manage financial risks, ensure efficient liquidity for daily global operations and maintain balance sheet strength. Seaboard’s principal funding sources are cash provided by operating activities, proceeds from sales of short-term investments and borrowings from revolving lines of credit and term loans. Seaboard’s cash requirements primarily consist of working capital, capital expenditures, strategic investments and other general corporate needs. Seaboard evaluates its overall liquidity at least quarterly, and management believes that Seaboard’s internally-generated cash, together with its available liquidity and borrowing capacity, will be adequate to meet all of its short-term and long-term commitments.

Previous wording

As of April 4, 2026, Seaboard had cash and short-term investments of nearly $1.2 billion and additional net working capital of $1 billion. Of the total cash and short-term investments balance, $102 million was held by foreign subsidiaries.

Current wording

As of July 4, 2026, Seaboard had cash and short-term investments of nearly $1.2 billion and additional net working capital of $1.2 billion. Of the total cash and short-term investments balances, $136 million was held by foreign subsidiaries.

Previous wording

Available borrowing capacity fluctuates based on changes to the terms of line of credit agreements and draws needed to fund operations. During the first quarter of 2026, an uncommitted line of credit agreement, secured by eligible accounts receivable, that had up to $100 million of borrowing availability expired. Seaboard will continue to evaluate opportunities to access efficient financing in the markets where it operates, leveraging low-cost funding to support its operations.

Current wording

Available borrowing capacity fluctuates based on changes to the terms of line of credit agreements and draws needed to fund operations. Seaboard will continue to evaluate opportunities to access cost-effective financing in the markets where it operates, leveraging low-cost funding sources to support its operations.

Previous wording

Seaboard had long-term debt of $988 million as of April 4, 2026, which included a Term Loan due 2033 of $950 million. Current maturities of long-term debt were $11 million as of April 4, 2026. See Note 4 to the condensed consolidated financial statements for more discussion of Seaboard’s lines of credit and long-term debt.

Current wording

Seaboard had long-term debt of $972 million as of July 4, 2026, which included a Term Loan due 2033 of $948 million. Current maturities of long-term debt were $11 million as of July 4, 2026. See Note 4 to the condensed consolidated financial statements for more discussion of Seaboard’s lines of credit and long-term debt.

Previous wording

Cash used in operating activities was $54 million for the first quarter of 2026, compared to $20 million for the same period in 2025. The change in operating activities cash flows was due to more cash used for working capital of $111 million, partially offset by an increase in net earnings, adjusted for non-cash items, of $56 million and more dividend payments received from equity method investments of $21 million. The increase in cash used for working capital was primarily due to increases in inventory balances, primarily in the Liquid Fuels segment. This segment’s fuel and tax credits inventory increases were driven by improved market conditions, more production and timing of sales.

Current wording

Cash used in operating activities was $30 million for the six months ended July 4, 2026, compared to cash provided by operating activities of $61 million for the same period in 2025. This change was primarily due to a $160 million increase in cash used for working capital, partially offset by a $59 million increase in dividend payments received from equity method investments. The increase in cash used for working capital was attributable to increases in inventory, primarily due to the timing of sales and inventory purchases in Seaboard’s CT&M segment, and accounts receivable, related to higher sales in the Liquid Fuels and CT&M segments. The CT&M segment handles large shipments of grain, so the timing of these deliveries can result in significant working capital fluctuations across periods. During the second quarter of 2026, Seaboard sold 2025 production tax credits, accounted for as inventory, and received proceeds of $55 million, net of discount and transaction fees. The increases in inventory and accounts receivable were partially offset by the timing of accounts payable disbursements.

Previous wording

Cash used in investing activities was $87 million for the first quarter of 2026, compared to $55 million for the same period in 2025. During the three months ended April 4, 2026, Seaboard invested $96 million in property, plant and equipment, of which $44 million was in the Power segment, consisting primarily of installment payments for EDM IV, the new barge currently under construction. Cash flows from investing activities for short-term investments are part of Seaboard’s overall liquidity management strategy. Short-term investment purchases are a result of the investment of excess cash, asset allocation from the active management of the portfolio and re-investment of matured securities.

Current wording

Cash used in investing activities was $137 million for the six months ended July 4, 2026, compared to $201 million for the same period in 2025. This change was primarily due to lower capital expenditures of $62 million. During the six months ended July 4, 2026, Seaboard invested $198 million in property, plant and equipment, including $79 million in the Power segment, consisting primarily of installment payments for EDM IV, a new barge currently under construction. Cash flows from investing activities for short-term investments are part of Seaboard’s overall liquidity management strategy. Short-term investment purchases result from the investment of excess cash, asset allocation decisions arising from the active management of the portfolio and re-investment of matured securities. Seaboard continues to explore strategic acquisitions and investments to further grow and diversify its operations.

Previous wording

Seaboard did not repurchase any shares under its share repurchase program during the first quarter of 2026. As of April 4, 2026, $62 million remained available for repurchase under the program. Seaboard is not obligated to repurchase a minimum number of shares under the program, and Seaboard cannot predict when, or if, it will repurchase any shares or the amount of any such repurchases. See Note 6 to the condensed consolidated financial statements for more discussion of Seaboard’s share repurchase program.

Current wording

Cash provided by financing activities was $133 million for the six months ended July 4, 2026, compared to $150 million for the same period in 2025. Cash flows from financing activities primarily include draws and repayments under committed and uncommitted revolving facilities held with financial institutions across multiple jurisdictions and currencies. Changes in Seaboard’s borrowing balances are primarily driven by its daily working capital needs. Seaboard did not repurchase any shares under its share repurchase program during the six months of 2026. As of July 4, 2026, $62 million remained available for repurchase under the program. Seaboard is not obligated to repurchase a minimum number of shares under the program and Seaboard cannot predict when, or if, it will repurchase any shares or the amount of any such repurchases. See Note 6 to the condensed consolidated financial statements for more discussion of Seaboard’s share repurchase program.

Previous wording

For the remainder of 2026, management has budgeted capital expenditures totaling approximately $460 million, which includes approximately $125 million for the Power segment’s expenditures related to the construction of EDM IV with the remainder relating to several individually immaterial projects across the remaining segments. Management anticipates funding these capital expenditures from a combination of available cash, the use of available short-term investments and Seaboard’s available borrowing capacity.

Current wording

For the remainder of 2026, management has budgeted capital expenditures totaling approximately $305 million, including approximately $60 million for the Power segment’s construction of EDM IV, with the remainder allocated to several individually immaterial projects across the remaining segments. Management anticipates funding these capital expenditures through a combination of available cash, proceeds from sales of short-term investments and Seaboard’s available borrowing capacity.

Previous wording

During the first quarter of 2026, the Marine segment entered into an amended and restated LNG fuel supply contract for its LNG-fueled vessels. The total minimum fuel purchase commitment over the 8-year contract term beginning in February 2026 is approximately $335 million, based on market prices at quarter end for the variable price component. There were no other material updates to Seaboard’s obligations as discussed in the 2025 10-K.

Current wording

In February 2026, the Marine segment entered into an amended and restated LNG fuel supply contract for its LNG-fueled vessels. As of execution, the total minimum fuel purchase commitment over the eight-year contract term was approximately $335 million, calculated using market prices for the variable price component as of the end of the first quarter of 2026. There were no other material updates to Seaboard’s obligations as discussed in the 2025 10-K.

Previous wording

Seaboard’s operations are heavily commodity-driven and financial performance for certain subsidiaries is very cyclical based on respective global commodity markets and trends in economic activity. The recent conflict involving Iran that began in late February has resulted in higher fuel prices, increased volatility in commodity markets and broader macroeconomic uncertainty, among other factors. Where possible, Seaboard’s segments pass on higher fuel costs through a fuel surcharge or other pricing mechanism. These conditions did not have a material impact on Seaboard’s first quarter 2026 results; however, the extent and duration of the conflict remain uncertain, and management continues to monitor developments. See Item 1A. Risk Factors for an update to the risk factors set forth in Seaboard’s 2025 10-K.

Current wording

Seaboard’s operations are heavily commodity-driven, and the financial performance for certain subsidiaries is highly cyclical, depending on trends in the applicable global commodity markets and broader economic activity. The conflict involving Iran, which began in late February 2026 and continued through the second quarter, has resulted in higher fuel prices, higher shipping costs, increased volatility in commodity markets and broader macroeconomic uncertainty, among other factors. Where possible, Seaboard’s segments pass on higher fuel costs through a fuel surcharge or other pricing mechanism. See Item 1A. Risk Factors for an update to the risk factors set forth in Seaboard’s 2025 10-K.

Previous wording

Net sales increased $84 million for the three-month period of 2026 compared to the same period in 2025. The increase primarily reflected higher sales of $76 million in the Liquid Fuels segment driven by increased volumes of fuel sold. See the net sales discussion by reportable segment below for more details.

Current wording

Net sales increased $442 million and $526 million for the three- and six-month periods of 2026, respectively, compared to the corresponding periods in 2025. These increases were driven primarily by higher Liquid Fuels segment sales of $224 million and $300 million, respectively, due to increased environmental credit and fuel sales, and higher CT&M segment sales of $208 million and $188 million, respectively, due to increased volumes of commodities sold. See the net sales discussion by reportable segment below for more details.

Previous wording

Operating income increased $58 million for the three-month period of 2026 compared to the same period in 2025. The change primarily reflected an increase of $63 million in Liquid Fuels segment operating income and a $38 million increase in Pork segment operating income driven primarily by higher margins on products sold. These increases were partially offset by a $24 million decrease in CT&M segment operating income due to losses on mark-to-market derivative contracts and a $23 million decrease in Marine segment operating income due to lower freight rates and higher voyage-related costs. See the operating income discussion by reportable segment below for more details.

Current wording

Operating income increased $48 million and $106 million for the three- and six-month periods of 2026, respectively, compared to the corresponding periods in 2025. These increases were primarily driven by higher Liquid Fuels segment operating income of $79 million and $142 million, respectively, reflecting increased volumes and margins, partially offset by decreased Marine segment operating income of $37 million and $60 million, respectively, due to higher overall voyage-related costs. See the operating income discussion by reportable segment below for more details.

Previous wording

Seaboard computes its year-to-date provision for income taxes by applying the estimated annual effective tax rate to year-to-date pre-tax income and adjusts for discrete items recorded during the period. The effective tax rate for the three-month period of 2026 decreased compared to the three-month period of 2025, with no material drivers for the decrease. A rate reconciling item can have a disproportionate impact on the effective tax rate when applied against a relatively low level of pre-tax earnings, such as for the first quarter of 2025. In July 2025, the U.S. signed into law the One Big Beautiful Bill Act (“OBBBA”). The OBBBA imposed various changes to U.S. federal income tax regulation, including restoring 100% bonus depreciation, removing the requirement to capitalize and amortize domestic research and development expenditures, increasing interest deductibility and reducing certain international deductions. The international effects of the OBBBA, effective beginning on January 1, 2026, were not material to Seaboard’s first quarter of 2026 income tax expense.

Current wording

Seaboard computes its year-to-date provision for income taxes by applying the estimated annual effective tax rate to year-to-date pre-tax income, adjusted for discrete items recorded during the period. The effective tax rate for the three- and six-month periods of 2026 increased compared to the corresponding periods of 2025, primarily because Seaboard recognized less U.S. income tax expense in 2025 due to its U.S. valuation allowance position. In July 2025, the U.S. enacted the One Big Beautiful Bill Act (“OBBBA”). The international effects of the OBBBA, effective beginning on January 1, 2026, were not material to the three- and six-month periods ended July 4, 2026.

Previous wording

The increase in operating income for the three-month period of 2026 compared to 2025 reflected higher margins on pork products and market hogs sold, due to a decrease in legal claims expense and, to a lesser extent, a decrease in feed costs of $19 million largely offset by increases in other production costs, driven by hog health. While management anticipates the Pork segment will be profitable for the remainder of 2026, no assurances can be made as it is difficult to predict market prices for pork products, the cost of production or third-party hogs, diseases and the impact of geopolitical events for future periods.

Current wording

The decrease in operating income for the three-month period of 2026 compared to the same period in 2025 primarily reflected lower sales prices and higher costs per unit of pork products sold, partially offset by lower production costs due to the decrease in volumes. The increase in operating income for the six-month period of 2026 compared to the same period in 2025 primarily reflected a decrease in legal claims expense, and to a lesser extent, a decrease in feed costs of $23 million primarily due to volumes, partially offset by lower prices on pork products sold. Margins on market hog sales for the three- and six-month periods compared to the corresponding periods in 2025 were primarily flat as lower sales prices were largely offset by lower production costs, including feed. Based on current market conditions, management is uncertain whether this segment will be profitable for the remainder of 2026, and no assurances can be made as it is difficult to predict market prices for pork products, the cost of production or third-party hogs, the effect of disease and the impact of geopolitical events for future periods.

Previous wording

Net sales decreased for the three-month period of 2026 compared to 2025, primarily due to lower volumes of certain commodities sold, which decreased sales $48 million, partially offset by higher average sales prices of 2%, which increased sales $28 million. Sales prices for many of Seaboard’s products are directly affected by both domestic and worldwide supply and demand for commodities and competing products, all of which are determined by constantly changing market forces.

Current wording

Net sales increased for the three- and six-month periods of 2026 compared to the corresponding periods in 2025, primarily due to higher volumes of certain commodities sold, which increased sales by $196 million and $148 million, respectively. A 1% increase in average sales prices further increased sales by $12 million and $40 million, respectively, for the three- and six-month periods of 2026 compared to the corresponding periods in 2025. Sales prices for many of Seaboard’s products are directly affected by both domestic and worldwide supply and demand for commodities and competing products, all of which are determined by constantly changing market forces.

Previous wording

Operating income decreased for the three-month period of 2026 compared to 2025, primarily due to an increase of $18 million in mark-to-market losses on derivative contracts, which continue to fluctuate until final delivery of product. While management anticipates positive operating income, excluding the effects of mark-to-market adjustments, for this segment for the remainder of 2026, no assurances can be made as it is difficult to predict worldwide commodity price fluctuations and the uncertain political and economic conditions in the countries in which this segment operates.

Current wording

Operating income remained relatively flat for the three-month period of 2026 compared to the same period in 2025, as slightly higher margins at certain mills were mostly offset by reduced trading margins. Operating income decreased for the six-month period of 2026 compared to the same period in 2025 due to increases in costs, including $20 million of mark-to-market losses on derivative contracts, which will continue to fluctuate until final delivery of the product. While management anticipates positive operating income for this segment for the remainder of 2026, excluding the effects of mark-to-market adjustments, no assurances can be made as it is difficult to predict worldwide commodity price fluctuations and the uncertain political and economic conditions in the countries in which this segment operates.

Previous wording

variable in nature and the overall expense amounts will fluctuate as volumes increase or decrease. While management anticipates this segment will be profitable for the remainder of 2026, no assurances can be made as it is difficult to predict changes in cargo volumes, cargo rates, fuel costs or other voyage costs for future periods.

Current wording

The decrease in operating income for the three- and six-month periods of 2026 compared to the corresponding periods in 2025 was primarily due to higher overall voyage-related costs, including port and canal, stevedoring, terminal services and trucking costs. Many of this segment’s costs are variable in nature, and overall expense amounts will fluctuate as volumes increase or decrease. Vessel fuel costs increased $19 million and $26 million for the three- and six-month periods of 2026, respectively, compared to the corresponding periods in 2025, primarily due to higher market prices. While management anticipates this segment will be profitable for the remainder of 2026, no assurances can be made as it is difficult to predict changes in cargo volumes, cargo rates, fuel costs or other voyage costs for future periods.

Previous wording

The increase in operating income for the three-month period of 2026 compared to 2025 primarily reflected higher margins on fuel sales and more income of $12 million from production tax credits related to higher production. Feedstock costs, used to produce biofuels, increased 18% as compared to 2025. Based on current market conditions, management anticipates this segment will be profitable for the remainder of 2026, but no assurances can be made as it is difficult to predict market prices for biodiesel, renewable diesel and credits, the cost of feedstock or production levels for future periods.

Current wording

The increase in operating income for the three- and six-month periods of 2026 compared to the corresponding periods in 2025 primarily reflected higher sales prices, partially offset by higher production costs, including increased feedstock costs of 64% and 77%, respectively, for the three- and six-month periods of 2026 compared to the corresponding periods in 2025. Income from production tax credits increased $5 million and $17 million, respectively, related to more production. Based on current market conditions, management anticipates this segment will be profitable for the remainder of 2026, but no assurances can be made as it is difficult to predict market prices for biodiesel, renewable diesel and credits, the cost of feedstock or production levels for future periods.

Previous wording

The increase in net sales for the three-month period of 2026 compared to 2025 reflected more power generation and higher spot market rates, due to a decrease in generation from lower variable-cost producers.

Current wording

The increase in net sales for the three- and six-month periods of 2026 compared to the corresponding periods in 2025 primarily reflected higher spot market rates and, to a lesser extent, increased power generation. The higher rates were driven by increased fuel prices, while the increase in power generation resulted from reduced output by lower variable-cost producers and less downtime associated with barge maintenance.

Previous wording

Operating income remained relatively flat for the three-month period of 2026 compared to 2025, as the increase in net sales was mostly offset by higher fuel costs due to increased consumption and prices. While management anticipates this segment will be profitable for the remainder of 2026, no assurances can be made as it is difficult to predict fuel costs or the extent that spot market rates will fluctuate due to fuel costs or other power producers for future periods.

Current wording

The increase in operating income for the three- and six-month periods of 2026 compared to the corresponding periods in 2025 was driven by the increase in net sales, partially offset by higher fuel costs resulting from increased prices and consumption. Subsequent to quarter end, a routine inspection of EDM III, the power-generating barge that began operations in 2022, identified damage requiring repair. As a result, this barge will be nonoperational for an undetermined period. Based on current circumstances, management is uncertain whether this segment will be profitable for the remainder of 2026, and no assurances can be made as it is difficult to predict the duration of repair for EDM III, fuel costs or the extent that spot market rates will fluctuate due to fuel costs or other power producers for future periods.

Previous wording

The Turkey segment represents Seaboard’s non-controlling 52.5% investment in Butterball, LLC (“Butterball”), which is accounted for using the equity method. The improvement in Butterball’s net income for the three-month period of 2026 compared to 2025 primarily reflected increased margins on turkey products sold due to higher sales prices of 10% as commodity markets strengthened and the product sales mix shifted toward a greater concentration of value-added products, while production and processing costs were relatively flat. Volumes sold increased 8% during the current period. While management anticipates this segment will be profitable for the remainder of 2026, no assurances can be made as it is difficult to predict market prices for turkey products, the cost of production for future periods and impacts from diseases.

Current wording

The Turkey segment represents Seaboard’s non-controlling 52.5% investment in Butterball, LLC (“Butterball”) which is accounted for using the equity method. The increase in Butterball’s net income for the three- and six-month periods of 2026 compared to the corresponding periods in 2025 was primarily driven by higher turkey product sales resulting from increases in both sales prices and sales volumes. Sales prices increased 10% for each period reflecting continued strength in commodity markets and a greater concentration of value-added products in the sales mix. Sales volumes increased 6% for each period. Production and plant costs had an immaterial impact on results as improved fixed-cost absorption from higher volumes helped offset any cost increases. Although commodity turkey market prices have continued to decline over the first half of the year, management currently anticipates this segment will be profitable for the remainder of 2026. However, no assurances can be made as it is difficult to predict market prices for turkey products, the cost of production for future periods and impacts from diseases.

Previous wording

The preparation of Seaboard’s condensed consolidated financial statements requires Seaboard to make estimates, judgments, and assumptions. A summary of significant accounting policies and critical accounting estimates is included in Seaboard’s 2025 10-K. There were no changes to significant accounting policies or critical accounting estimates during the three months ended April 4, 2026.

Current wording

The preparation of Seaboard’s condensed consolidated financial statements requires Seaboard to make estimates, judgments and assumptions. A summary of significant accounting policies and critical accounting estimates is included in Seaboard’s 2025 10-K. There were no changes to significant accounting policies or critical accounting estimates during the six months ended July 4, 2026.