CAL-MAINE FOODS INC
For the period ended May 31, 2025. Filed Jul 22, 2025.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Jul 22, 2025
Extracted filing text, with the paragraph anchors used by the comparison.
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Part I
FORWARD
-LOOKING STATEMENTS
This report contains numerous forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 (the
“Securities Act”)
and Section
21E of
Exchange Act
of 1934
(the “Exchange
Act”) relating
to our
business, including
estimated future
production data,
expected construction
schedules, projected
construction costs,
potential future
supply of
and
demand for our
products, potential future
corn and soybean
price trends, potential
future impact on
our business of
the resurgence
in
United
States
(“U.S.”)
table
egg
layer
flocks
of
highly
pathogenic
avian
(“HPAI”),
future
impact on our business of
inflation and changing interest rates, potential
future impact on our business
of new legislation, rules
or policies, potential outcomes
of legal proceedings, including
loss contingency accruals and
factors that may result
in changes
in the amounts recorded,
other projected operating data,
including anticipated results of operations
and financial condition, and
potential future
cash returns
to stockholders
including the
timing and
amount of
any repurchases
share repurchase
program. Such forward-looking statements are identified by the use
of words such as “believes,” “intends,” “expects,” “hopes,”
“may,” “should,”
“plans,” “projected,” “contemplates,” “anticipates,” or
similar words. Actual outcomes
or results could differ
materially from those projected in the forward-looking
statements. The forward-looking statements are based on management’s
current intent, belief, expectations, estimates, and projections
regarding the Company and its industry.
These statements are not
guarantees of future performance and involve risks, uncertainties, assumptions, and other factors that are difficult
to predict and
may be beyond our
control. The factors that
could cause actual results
to differ materially
from those projected in
the forward-
looking statements include,
among others, (i)
the risk factors
set forth in
Factors and elsewhere
in this report
as
well as
those included
in other
reports we
file from
time to
time with
Commission (the
“SEC”)
(including our Quarterly Reports
on Form 10-Q and Current
Reports on Form 8-K),
(ii) the risks and hazards
inherent in the shell
egg
(including
disease,
pests,
weather
conditions,
and
for
product
recall),
but
not
limited
to
the
current outbreak of HPAI
affecting poultry in the U.S.,
Canada and other countries that was
first detected in commercial flocks
in the U.S. in
November 2023 and that first
impacted our flocks in December
2023, (iii) changes in
the demand for and market
prices of shell eggs
and feed costs, (iv)
our ability to predict
and meet demand for
cage-free and other specialty
eggs, (v) risks,
changes, or obligations that could
result from our recent or
future acquisition of new flocks
or businesses, such as our
of Echo Lake Foods completed
June 2, 2025, and risks
or changes that may cause
conditions to completing a pending
not to
be met,
(vi) our
successfully integrate
and manage
the business
of Echo
and realize
the expected
benefits of the
acquisition, including synergies, cost
savings, reduction in earnings
volatility, margin expansion, financial returns,
expanded
relationships, or
sales or
growth
opportunities, (vii)
our
ability
to retain
existing customers,
acquire new
and
grow
our
product
mix
our
foods
product
offerings,
(viii)
the
impacts
and
future
impacts of
government, customer
and consumer
reactions to
recent high
market prices
for eggs,
(ix) potential
impacts to
our
business as a result of our Company ceasing to be a “controlled company” under the rules of The Nasdaq Stock
Market on April
14, 2025,
(x) risks
potential changes
in inflation,
interest rates
and trade
and tariff
policies, (xi)
adverse results
in
pending litigation
legal matters,
(xii) global
instability, including as
of the
war in
Ukraine, the
conflicts involving
Israel and
Iran, and
attacks on
shipping in
the Red
Sea. The
actual timing,
number and
shares repurchased
share repurchase program will be determined by management in its discretion and will depend on a number
of factors, including
but not
limited to,
the market
price of
general market
and economic conditions.
The share
program may be suspended, modified or discontinued at any time without prior notice. Readers are
cautioned not to place undue
reliance on forward-looking statements because, while we believe the assumptions on which the forward-looking statements are
based are reasonable,
there can be
no assurance that
these forward-looking statements
will prove to
be accurate. Further, forward-
looking statements included herein are made only as of
the respective dates thereof, or if no date is
stated, as of the date hereof.
Except as otherwise required
by law,
we disclaim any intent
or obligation to update
publicly these forward-looking statements,
whether because of new information, future events, or otherwise.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.