Ingredion Inc
For the period ended Jun 30, 2026. Filed Aug 7, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 7, 2026
INGR$91.72-5.9%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-05-08.
0001628280-26-032703
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-07.
0001628280-26-054722
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 51 previous paragraphs and 109 current paragraphs.
20 unchanged; 23 reworded; 64 added; 8 removed; 0 previous and 2 current paragraphs rearranged.
Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (64)
Current report
Pending Acquisition of Tate & Lyle
Current report
On June 8, 2026, we reached an agreement with the board of directors of Tate & Lyle PLC (“Tate & Lyle”), a company incorporated in England and Wales, on the terms of an all-cash recommended offer for us to acquire all of the issued and to be issued ordinary share capital of Tate & Lyle, whose ordinary shares are admitted to trading on the Main Market of the London Stock Exchange under the symbol TATE.L (the “pending acquisition”). The pending acquisition values the equity of Tate & Lyle at approximately £2.7 billion, or approximately $3.5 billion based on the British pound sterling to U.S. dollar exchange rate on June 30, 2026. Subject to the satisfaction or waiver of the closing conditions, we expect the pending acquisition to be completed in the second half of 2027.
Current report
Tate & Lyle is a global specialty food and beverage solutions business that develops ingredients and solutions that reduce sugar, calories and fat, and add fiber and protein to food and drink, across categories including beverage, dairy, bakery and snacks, as well as soups, sauces and dressings. Tate & Lyle has reported that, for its financial year ended March 31, 2026, its revenue from continuing operations totaled £2.0 billion. Tate & Lyle reports that it currently has approximately 5,000 employees working in about 70 locations in 37 countries, serving customers in more than 120 countries.
Current report
We believe that the combination of the Ingredion and Tate & Lyle businesses will create a global scaled provider of specialty ingredient solutions for a healthier, tastier and more sustainable future of food. Among other effects, we expect the combination to:
Current report
•Broaden our specialty ingredients platform across texturants, sugar reduction and fortification, adding complementary capabilities in multi-ingredient systems and recipe development
Current report
•Expand our ability to address customer needs across a wider range of end-use categories and applications
Current report
•Leverage complementary geographic supply networks across the Americas, Europe, the Middle East and Africa, and Asia Pacific to deliver faster, more reliable and cost-effective ingredients and solutions for customers and consumers worldwide
Current report
Transaction Structure
Current report
It is intended that the pending acquisition will be implemented by means of a court-sanctioned scheme of arrangement (the “Scheme”) under Part 26 of the UK Companies Act 2006 (the “UK Companies Act”). Following the satisfaction or, where permitted, waiver of other specified conditions, the effectiveness of the Scheme will be conditioned upon the sanction of the Scheme by the High Court of Justice in England and Wales (the “Court”).
Current report
Financial Terms
Current report
Under the pending acquisition terms, Tate & Lyle shareholders will be entitled to receive 595 pence in cash for each Tate & Lyle ordinary share held (“Cash Consideration”). In addition to such Cash Consideration, Tate & Lyle shareholders will be entitled to receive dividends (the “Permitted Dividends”) consisting of a final dividend in relation to the Tate & Lyle financial year ended March 31, 2026 of no greater than 13.2 pence per ordinary share and an interim dividend in relation to the Tate & Lyle six-month period ending September 30, 2026 of no greater than 6.8 pence per ordinary share. The financial terms of the pending acquisition are final, except that, if on any date before the Scheme becomes effective, any dividend or other distribution or other return of capital (other than the Permitted Dividends) is declared, made or paid or becomes payable in respect of the Tate & Lyle shares, we reserve the right to reduce the pending acquisition consideration payable by the amount of such dividend or other distribution or other return of capital.
Current report
Tate & Lyle ordinary shares included in the pending acquisition will include ordinary shares represented by American depositary shares evidenced by American depositary receipts, in accordance with the related deposit agreement. This program will be terminated upon the effectiveness of the Scheme.
Current report
Governance
Current report
Immediately following completion of the pending acquisition, Tate & Lyle will be a subsidiary of ours. James P. Zallie, our Chairman and Chief Executive Officer, will serve as Chairman and Chief Executive Officer of the combined group upon completion of the pending acquisition.
Current report
Employee Compensation
Current report
Employees participating in share plans administered by Tate & Lyle will, to the extent their awards and options under the Tate & Lyle share plans vest or are exercised in accordance with the terms of such plans and the Scheme, be able to receive the Cash Consideration in respect of any Tate & Lyle ordinary shares underlying such awards and options to which they become entitled and continue to hold as of the date specified in the Scheme, or later acquire. We have agreed to grant, as soon as reasonably practicable after the Scheme effective date, replacement awards to be settled in cash or shares of Ingredion common stock (as elected by us) to all individuals who held outstanding, unvested awards under the Tate & Lyle performance share plan immediately before the date Court hearing to sanction the Scheme (the “Court Hearing”) and lost value due to the application of time pro-rating of such outstanding awards. Each replacement award will generally be subject to time-based vesting and continued employment, will be equal in value to the number of ordinary shares underlying each outstanding award that lapsed on the Court Hearing date due to the application of time pro-rating (but after any reduction based on assessment of performance and any other required adjustment) multiplied by the Cash Consideration per share, and will generally vest or be payable on the vesting date or release date of the participant’s outstanding award replaced by such replacement award.
Current report
For Tate & Lyle to incentivize and retain key employees to ensure successful completion of the pending acquisition and to protect the business to be acquired, we have agreed that Tate & Lyle may implement cash employee retention awards of an aggregate value of up to £18 million for approximately 100 Tate & Lyle group employees identified as being critical to the business (other than the Chief Executive Officer and the Chief Financial Officer). Of such retention awards, which would be conditioned on continued employment by the relevant employee, 50 percent generally would be payable as soon as reasonably practicable after the Scheme effective date and the balance would be payable as soon as reasonably practicable following a date falling three to 12 months (depending on the employee’s role) after the Scheme effective date. In addition, the Chief Executive Officer and the Chief Financial Officer will be entitled to receive cash retention awards, which would be within the £18 million aggregate value for all retention awards, equal to 150 percent and 125 percent, respectively, of their annual base salaries, which would be payable as soon as reasonably practicable following the date falling three months after the Scheme effective date, subject, among specified conditions, to completion of the pending acquisition and to requirements relating to continued employment.
Current report
Conditions to Completion
Current report
The completion of the pending acquisition is subject to approval of the Scheme by shareholders of Tate & Lyle and other customary conditions. At meetings held on July 28, 2026, the Tate & Lyle shareholders approved the Scheme and passed the resolution required to approve, implement and effect the Scheme and the pending acquisition in accordance with the UK Companies Act.
Current report
The remaining conditions to completion of the pending acquisition include, among others and in addition to approval of the Scheme by the Court, (i) the Scheme becoming unconditional and effective, subject to the provisions of the UK City Code on Takeovers and Mergers, no later than December 8, 2027, or such later date as we or Tate & Lyle may notify to the other, such date to be no later than June 8, 2028, or as we and Tate & Lyle may agree with the consent or at the direction of the UK Panel on Takeovers and Mergers (the “Panel”) and as the Court may allow, as required, (ii) the satisfaction or, where permitted, waiver of conditions relating to clearance of the pending acquisition under the competition and antitrust laws of the United States, the United Kingdom, the European Union, China and other specified countries (the “Material Antitrust Conditions”), (iii) the absence of specified events or circumstances, including any threatened or pending legal proceeding, investigation or similar action, enactment of any law or issuance of any regulation or order, or taking of other action by a government, governmental body or other person that could or might reasonably be expected to materially delay or otherwise adversely affect completion of the pending acquisition or realization of the expected benefits thereof, (iv) the accuracy of information disclosed to us in our due diligence review, subject to standards of materiality, and (v) subject to specified exceptions, the absence since March 31, 2026 of any event or circumstance that could reasonably be expected to materially and adversely affect the Tate & Lyle group as a whole.
Current report
Under a co-operation agreement between us and Tate & Lyle entered into on June 8, 2026 (the “Co-operation Agreement”), we have agreed to take all necessary steps to ensure satisfaction of the Material Antitrust Conditions and other specified regulatory conditions to completion of the pending acquisition, and Tate & Lyle has given undertakings to cooperate reasonably and on a timely basis with us for the purposes of obtaining any regulatory authorizations necessary to implement the pending acquisition.
Current report
No contractual termination fee will be payable by either company to the other company upon any termination of the pending acquisition transaction prior to its completion.
Current report
Takeover Offer Election
Current report
Although it is intended that the pending acquisition will be implemented by a Scheme, we have reserved the right, subject to the prior consent of the Panel, if required, and, so long as the Co-operation Agreement is continuing, subject to the terms of the Co-operation Agreement, to elect to implement the pending acquisition by way of a takeover offer, as that term is defined in the UK Companies Act.
Current report
For a discussion of certain risks associated with the pending acquisition see Part II. Item 1A. Risk Factors.
Current report
Net income attributable to Ingredion for year-to-date 2026 decreased to $256 million from $393 million for year-to-date 2025. The decrease in net income was driven by acquisition-related costs and losses of $53 million associated with our pending acquisition of Tate & Lyle, including $47 million of acquisition-related foreign exchange hedging losses recorded in Financing costs, partially offset by a $44 million net gain for the second quarter of 2026 sale of the majority ownership of the Pakistan business. Operating income decreased 29 percent to $391 million for year-to-date 2026 from $547 million for year-to-date 2025, which included lower gross profit due to higher manufacturing costs and costs associated with the thermal even at our Argo facility, and increased restructuring/impairment expenses primarily due to the closure of our Cabo, Brazil facility. Net sales remained flat at $3,642 million for year-to-date 2026 from $3,646 million for year-to-date 2025.
Current report
Second Quarter of 2026
Current report
With Comparatives to Second Quarter of 2025
Current report
Net sales. Net sales increased 1 percent to $1,850 million for the second quarter of 2026 compared to $1,833 million for the second quarter of 2025. The increase was primarily driven by favorable foreign exchange impacts and volumes, partially offset by less favorable price mix.
Current report
Restructuring and impairment charges. Restructuring and impairment charges were $45 million for the second quarter of 2026 compared to $3 million for the second quarter of 2025. The increase was primarily due to impairment and restructuring costs associated with the closure of the Cabo, Brazil facility.
Current report
Financing costs. Financing costs were $55 million for the second quarter of 2026 compared to $12 million from the second quarter of 2025. The increase was primarily due to $47 million of acquisition-related foreign exchange hedging losses for the pending acquisition of Tate & Lyle.
Current report
Net (gain) on sale of business. Net (gain) on sale of business was $44 million for the second quarter of 2026 due to the sale of our majority ownership of the Pakistan business. There was no such gain in the second quarter of 2025.
Current report
Other non-operating expense, net. Other non-operating expense, net was $2 million for the second quarter of 2026 due to an impairment on an equity investment. There was no such impairment in the second quarter of 2025.
Current report
Operating income (loss). All Other operating income (loss) was $6 million for the second quarter of 2026 and $(1) million for the second quarter of 2025, reflecting improved performance in the protein fortification business.
Current report
Year-to-Date 2026
Current report
With Comparatives to Year-to-Date 2025
Current report
Net sales. Net sales decreased slightly to $3,642 million for year-to-date 2026 compared to $3,646 million for year-to-date 2025, primarily due to lower price mix and volumes, offset by favorable foreign exchange impacts.
Current report
Cost of sales. Cost of sales increased 4 percent to $2,815 million for year-to-date 2026 compared to $2,703 million for year-to-date 2025. The increase was primarily due to higher manufacturing costs and costs associated with the thermal event at our Argo facility, which contributed to a decrease in gross profit margin to 23 percent for year-to-date 2026 compared to 26 percent for year-to-date 2025.
Current report
Operating expenses. Operating expenses increased 1 percent to $407 million for year-to-date 2026 compared to $401 million for year-to-date 2025. Operating expenses as a percentage of net sales were 11 percent for both year-to-date 2026 and 2025.
Current report
Other operating (income), net. Other operating (income), net was $27 million for year-to-date 2026 compared to $15 million for year-to-date 2025, primarily due to higher income from our equity investments.
Showing the first 40 of 64 passages. Open the source sections for the rest.
Removed paragraphs (8)
Previous report
Net income attributable to Ingredion for the first quarter of 2026 decreased to $142 million from $197 million for the first quarter of 2025. Operating income decreased 26 percent to $203 million for the first quarter of 2026 from $276 million for the first quarter of 2025, which included lower gross profit and increased operating expenses. Gross profit decreased 14 percent to $401 million for the first quarter of 2026 from $466 million for the first quarter of 2025, primarily from lower fixed cost absorption from lower volumes. Net sales decreased 1 percent to $1,792 million for the first quarter of 2026 from $1,813 million for the first quarter of 2025.
Previous report
First Quarter of 2026
Previous report
With Comparatives to First Quarter of 2025
Previous report
Net sales. Net sales decreased 1 percent to $1,792 million for the first quarter of 2026 compared to $1,813 million for the first quarter of 2025. The decrease was primarily driven by lower volume and less favorable mix in the F&II–U.S./Canada business, partially offset by higher net sales in T&HS and favorable foreign exchange impacts.
Previous report
Restructuring/impairment charges. Restructuring/impairment charges were $11 million for the first quarter of 2026 compared to $7 million for the first quarter of 2025, and were primarily related to estimated legal entity restructuring costs in the current quarter.
Previous report
Financing costs. Financing costs of $9 million for the first quarter of 2026 were unchanged from the first quarter of 2025.
Previous report
Segment operating income. All Other operating income was $3 million for the first quarter of 2026 and zero for the first quarter of 2025, reflecting improvements in the plant-based protein business.
Previous report
Our cash provided by operating activities was $33 million for the first quarter of 2026 compared to cash provided by operating activities of $77 million for the first quarter of 2025. The decrease was primarily attributable to a decrease in net income of $55 million partly off by a $26 million change in working capital primarily driven by decreased inventories.
Reworded paragraphs (23)
Previous wording
We have significant operations globally. Fluctuations in foreign currency exchange rates affect the U.S. dollar amounts of our foreign subsidiaries’ net sales and expenses. For most of our foreign subsidiaries, the local foreign currency is the functional currency. Accordingly, net sales and expenses denominated in the functional currencies of these subsidiaries are translated into U.S. dollars at the applicable average exchange rates for the period.
Current wording
We have significant operations globally. Fluctuations in foreign currency exchange rates affect the U.S. dollar amounts of our foreign subsidiaries’ net sales and expenses. For most of our foreign subsidiaries, the local currency is the functional currency. Accordingly, net sales and expenses denominated in the functional currencies of these subsidiaries are translated into U.S. dollars at the applicable average exchange rates for the period.
Previous wording
Cost of sales. Cost of sales increased 3 percent to $1,391 million for the first quarter of 2026 compared to $1,347 million for the first quarter of 2025. The increase was due primarily to increased operating costs in the F&II–U.S./Canada business. Gross profit margin decreased to 22 percent for the first quarter of 2026 from 26 percent for the first quarter of 2025 due to lower fixed cost absorption from lower volumes.
Current wording
Cost of sales. Cost of sales increased 5 percent to $1,424 million for the second quarter of 2026 compared to $1,356 million for the second quarter of 2025. The increase was due primarily to increased manufacturing costs and costs associated with the thermal event at our Argo facility. As a result, gross profit margin decreased to 23 percent for the second quarter of 2026 from 26 percent for the second quarter of 2025.
Previous wording
Operating expenses. Operating expenses increased 4 percent to $200 million for the first quarter of 2026 compared to $193 million for the first quarter of 2025. Operating expenses as a percentage of net sales was 11 percent for both the first quarter of 2026 and 2025. The increase in operating expenses was primarily attributable to increased employee costs.
Current wording
Operating expenses. Operating expenses decreased to $207 million for the second quarter of 2026 compared to $208 million for the second quarter of 2025. Operating expenses as a percentage of net sales was 11 percent for both the second quarter of 2026 and 2025.
Previous wording
Other operating (income), net. Other operating (income), net was $(13) million for the first quarter of 2026 compared to $(10) million for the first quarter of 2025.
Current wording
Other operating (income), net. Other operating (income), net was $14 million for the second quarter of 2026 compared to $5 million for the second quarter of 2025. The increase was primarily driven by income from equity investments.
Previous wording
Provision for income taxes. Our effective income tax rate for the first quarter of 2026 was 25.8 percent compared to 25.5 percent for the first quarter of 2025. The increase in the effective tax rate was primarily driven by the impact estimated costs related to a legal entity restructuring in the quarter. This impact was partially offset by the change in value of the Mexican peso relative to the U.S. dollar.
Current wording
Provision for income taxes. Our effective income tax rate for the second quarter of 2026 was 33.7 percent compared to 23.6 percent for the second quarter of 2025. The increase in the effective tax rate was primarily attributable to the gain on the sale of our majority ownership of the Pakistan business and the change in the value of the Mexican peso relative to the U.S. dollar. These impacts were partially offset by the utilization of previously unbenefited capital losses.
Previous wording
Net income attributable to Ingredion. Net income attributable to Ingredion for the first quarter of 2026 decreased to $142 million from $197 million for the first quarter of 2025. The decrease was primarily due to the decrease in operating income, partially offset by a lower provision for income taxes.
Current wording
Net income attributable to Ingredion. Net income attributable to Ingredion for the second quarter of 2026 decreased to $114 million from $196 million for the second quarter of 2025. The decrease was primarily due to the decrease in gross profit, higher restructuring/impairment charges, and foreign exchange losses, described above, in the second quarter of 2026, partially offset by the gain from the sale of the majority ownership of the Pakistan business.
Previous wording
Net sales. T&HS net sales increased to $617 million for the first quarter of 2026 from $602 million for the first quarter of 2025. The increase was primarily due to higher volumes and favorable foreign exchange impacts, partially offset by unfavorable price mix.
Current wording
Net sales. T&HS net sales increased to $627 million for the second quarter of 2026 from $599 million for the second quarter of 2025. The increase was primarily due to higher volumes, partially offset by lower price mix.
Previous wording
Segment operating income. T&HS operating income increased 1 percent to $100 million for the first quarter of 2026 compared to $99 million for the first quarter of 2025. The increase was primarily due to foreign exchange impacts.
Current wording
Segment operating income. T&HS operating income increased 5 percent to $117 million for the second quarter of 2026 compared to $111 million for the second quarter of 2025. The increase was primarily due to volume growth, partially offset by unfavorable price mix and higher tapioca costs.
Previous wording
Net sales. F&II–LATAM net sales increased 1 percent to $579 million for the first quarter of 2026 from $573 million for the first quarter of 2025. The increase was primarily due to favorable foreign exchange impacts, partially offset by lower volumes and product mix.
Current wording
Net sales. F&II–LATAM net sales increased 3 percent to $611 million for the second quarter of 2026 from $596 million for the second quarter of 2025. The increase was primarily due to favorable foreign exchange impacts, partially offset by lower volumes and lower price mix.
Previous wording
Segment operating income. F&II–LATAM operating income decreased 9 percent to $115 million for the first quarter of 2026 compared to $127 million for the first quarter of 2025. The decrease was driven primarily by Mexico transactional currency impacts and softer volumes.
Current wording
Segment operating income. F&II–LATAM operating income decreased 7 percent to $118 million for the second quarter of 2026 compared to $127 million for the second quarter of 2025. The decrease was driven primarily by Mexico’s transactional currency impacts and a more challenging demand environment.
Previous wording
Net sales. F&II–U.S./Canada net sales decreased 9 percent to $475 million for the first quarter of 2026 from $520 million for the first quarter of 2025. The decrease was primarily due to lower volumes and unfavorable price mix partly offset by favorable foreign exchange impacts.
Current wording
Net sales. F&II–U.S./Canada net sales decreased 7 percent to $488 million for the second quarter of 2026 from $523 million for the second quarter of 2025. The decrease was primarily due to lower volumes from production challenges at our Argo facility as well as softer volumes and price mix.
Previous wording
Segment operating income. F&II–U.S./Canada operating income decreased 63 percent to $34 million for the first quarter of 2026 from $92 million for the first quarter of 2025. The decrease resulted primarily from production challenges at our Argo facility and softer volumes and mix.
Current wording
Segment operating income. F&II–U.S./Canada operating income decreased 33 percent to $58 million for the second quarter of 2026 from $86 million for the second quarter of 2025. The decrease resulted primarily from production challenges at our Argo facility as well as softer volumes and price mix.
Previous wording
Net sales. All Other net sales increased 3 percent to $121 million for the first quarter of 2026 from $118 million for the first quarter of 2025. The increase was primarily due to improved price mix.
Current wording
Net sales. All Other net sales increased 8 percent to $124 million for the second quarter of 2026 from $115 million for the second quarter of 2025. The increase was primarily due to higher sales from our protein fortification business.
Previous wording
As of March 31, 2026, we had total available liquidity of $3.8 billion. Domestic liquidity of $1.5 billion consisted of $546 million in cash and cash equivalents and $1.0 billion available through our commercial paper program. The commercial paper program is backed by $1.0 billion of borrowing availability under a five-year revolving credit agreement.
Current wording
As of June 30, 2026, excluding borrowings under two credit facilities described below available solely for the pending acquisition of Tate & Lyle, we had total available liquidity of $3.9 billion. Domestic liquidity of $1.6 billion consisted of $574 million in cash and cash equivalents and $1.0 billion available through our commercial paper program. The commercial paper program is backed by $1.0 billion of borrowing availability under a five-year revolving credit agreement.
Previous wording
As of March 31, 2026, we had international liquidity of $2.3 billion, consisting of $368 million of cash and cash equivalents and $4 million of short-term investments held by our operations outside the U.S., as well as $1.9 billion of unused operating lines of credit in foreign countries where we operate. As the parent company, we guarantee certain obligations of our consolidated subsidiaries, which totaled $39 million as of March 31, 2026. We believe that our consolidated subsidiaries will be able to meet their financial obligations as they become due.
Current wording
As of June 30, 2026, we had international liquidity of $2.3 billion, consisting of $374 million of cash and cash equivalents and $4 million of short-term investments held by our operations outside the U.S., as well as $1.9 billion of unused operating lines of credit in foreign countries where we operate. As the parent company, we guarantee certain obligations of our consolidated subsidiaries, which totaled $38 million as of June 30, 2026. We believe that our consolidated subsidiaries will be able to meet their financial obligations as they become due.
Previous wording
As of March 31, 2026, we had total debt outstanding of $1.8 billion. Our outstanding debt consists primarily of senior notes under which repayment at maturity will occur in various years commencing in 2026 through 2050. We classify senior notes due in 2026 as long-term as we have the intent and ability to refinance the principal amount on a long-term basis. The weighted average interest rate on our total indebtedness was 4.1 percent for the first quarter of 2026 and 4.0 percent for the first quarter of 2025.
Current wording
As of June 30, 2026, we had total debt outstanding of $1.8 billion. Our outstanding debt consists primarily of senior notes under which repayment at maturity will occur in various years commencing in 2026 through 2050. We classify senior notes due in 2026 as long-term as we have the intent and ability to refinance the principal amount on a long-term basis. The weighted average interest rate on our total indebtedness was 4.0 percent for the second quarter of 2026 and 3.9 percent for the second quarter of 2025.
Previous wording
The principal source of our liquidity is our internally generated cash flow, which we supplement as necessary with our ability to borrow under our credit facilities and commercial paper program and to raise funds in the capital markets. We currently expect that our available cash balances, future cash flow from operations, access to debt markets and borrowing capacity under our revolving credit facility and commercial paper program will provide us with sufficient liquidity to fund our anticipated capital expenditures, dividends and other operating, investing and financing activities for at least the next twelve months and for the foreseeable future thereafter. Our future cash flow needs will depend on many factors, including our rate of revenue growth, cost of raw materials, changing working capital requirements, the timing and extent of our expansion into new markets, the timing of introductions of new products, potential acquisitions of complementary businesses and technologies, continuing market acceptance of our new products and general economic and market conditions. We may need to raise additional capital or incur indebtedness to fund our needs for less predictable strategic initiatives, such as acquisitions.
Current wording
The principal source of our liquidity is our internally generated cash flow, which we supplement as necessary with our ability to borrow under our credit facilities and commercial paper program and to raise funds in the capital markets. We currently expect that our available cash balances, future cash flow from operations, access to debt markets and borrowing capacity under our revolving credit facility (and, for the pending acquisition of Tate & Lyle, our Bridge Facility and DDTL Facility) and commercial paper program will provide us with sufficient liquidity to fund our anticipated capital expenditures, dividends and other operating, investing and financing activities for at least the next twelve months and for the foreseeable future thereafter. Our future cash flow needs will depend on many factors, including our rate of revenue growth, cost of raw materials, changing working capital requirements, the timing and extent of our expansion into new markets, the timing of introductions of new products, potential additional acquisitions of complementary businesses and technologies, continuing market acceptance of our new products and general economic and market conditions. We may need to raise additional capital or incur indebtedness to fund our needs for less predictable strategic initiatives, such as acquisitions.
Previous wording
We used $110 million of cash for capital expenditures and mechanical stores purchases to update, expand and improve our facilities during the first quarter of 2026 compared to $92 million of cash we applied during the first quarter of 2025 for the same purposes. Capital investment commitments for the remainder of 2026 are anticipated to be between $400 million and $440 million.
Current wording
We used $102 million of cash for investing activities during the year-to-date 2026 compared to cash used for investing activities of $203 million during year-to-date 2025. The decrease was primarily attributable to the proceeds from sales of businesses, net of $139 million primarily related to the sale of our majority ownership of the Pakistan business in year-to-date 2026 compared to $12 million in year-to-date 2025 which was related to the sale of our Korea business. We used $210 million of cash for capital expenditures and mechanical stores purchases to update, expand and improve our facilities during year-to-date 2026 compared to $193 million of cash we applied during year-to-date 2025 for the same purposes. Capital investment commitments for the remainder of 2026 are anticipated to be between $450 million and $490 million.
Previous wording
We used $48 million of cash for financing activities during the first quarter of 2026 compared to cash used for financing activities of $166 million during the first quarter of 2025. The difference primarily reflected proceeds from net borrowings of $35 million during the first quarter of 2026 compared to $48 million of net repayments of borrowings during the first quarter of 2025. In addition, during the first quarter of 2026, we repurchased 120 thousand outstanding shares of common stock in open market transactions at a net cost of $14 million, compared to the first quarter of 2025 when we repurchased 409 thousand outstanding shares of common stock at a net cost of $55 million.
Current wording
We used $101 million of cash for financing activities during year-to-date 2026 compared to cash used for financing activities of $216 million during year-to-date 2025. The difference primarily reflected proceeds from net borrowings of $35 million during year-to-date 2026 compared to $46 million of net repayments of borrowings during year-to-date 2025. In addition, during year-to-date 2026, we repurchased 120 thousand outstanding shares of common stock in open market transactions at a net cost of $14 million, compared to 409 thousand outstanding shares of common stock at a net cost of $55 million in year-to-date 2025.
Previous wording
We declare and pay cash dividends to our common stockholders of record on a quarterly basis. Dividends paid, including those to non-controlling interests, was $52 million during the first quarter of 2026 and 2025. This reflects an increase in our quarterly dividend rate to $0.82 per share in 2026 from $0.80 per share in 2025, offset by a decrease in our outstanding common shares.
Current wording
We declare and pay cash dividends to our common stockholders of record on a quarterly basis. Dividends paid, including those to non-controlling interests, were $105 million during year-to-date 2026 and $106 million during year-to-date 2025. This amount reflected an increase in our quarterly dividend rate to $0.82 per share in 2026 from $0.80 per share in 2025, offset by a decrease in the number of our outstanding common shares.
Previous wording
Forward-looking statements include, among others, any statements regarding our prospects, future operations, or future financial condition, earnings, net sales, tax rates, capital expenditures, cash flows, expenses or other financial items, including management’s plans or strategies and objectives for any of the foregoing and any assumptions, expectations or beliefs underlying any of the foregoing.
Current wording
Forward-looking statements include, among others, any statements regarding our prospects, future operations, or future financial condition, earnings, net sales, tax rates, capital expenditures, cash flows, expenses or other financial items, including management’s plans or strategies and objectives for any of the foregoing and any assumptions, expectations or beliefs underlying any of the foregoing. In addition, such statements include statements regarding our expectations with respect to completion and benefits of the pending acquisition of Tate & Lyle, including statements regarding plans, objectives, intentions and expectations with respect to the future operations and financial performance of the combined group.
Previous wording
Actual results and developments may differ materially from the expectations expressed in or implied by these statements, based on various risks and uncertainties, including changes in consumer practices, preferences, price sensitivity, behaviors, demand and perceptions; the impact of geopolitical developments, tensions, threats or conflicts on the availability and prices of raw materials and energy supplies; supply chains and foreign exchange and interest rates; the impact of global business and economic conditions on demand for our products or our access to global credit and equity markets; our reliance on certain industries for a significant portion of our sales; operating difficulties at our manufacturing facilities and liabilities relating to product safety and quality; our ability to keep pace with technological developments in research and development and continue to offer innovative products; competitive pressures that may adversely affect our market share, revenue and profitability; market volatility that may adversely affect our ability to pass through potential increases in the cost of corn and other raw materials to customers, to purchase quantities of corn and other raw materials at prices sufficient to sustain or increase our profitability, or to supply product quantities and meet shipment delivery requirements that our customers demand; the impact on inputs to our procurement, production processes and delivery channels, such as raw material, energy, and freight and logistics, of price fluctuations, supply chain interruptions, tariffs, duties, and shortages; our ability to contain costs, manage working capital, and achieve budgets, including completion of planned maintenance and investment projects on time and on budget; global climate change and legal, regulatory, or market measures to address climate change; our ability to identify and complete acquisitions, divestitures, or strategic alliances on favorable terms or achieve anticipated synergies; the economic, political and other risks inherent in conducting operations in foreign countries and with foreign currencies; our ability to maintain satisfactory labor relations; our ability to attract, develop, retain, motivate and maintain good relationships with our workforce, including key personnel; the impact of legal and regulatory proceedings; the risks associated with pandemics; the impact of any impairment charges on intangible assets and goodwill; global and regional economic policies and changes to existing laws and regulations; changes in our tax rates or exposure to additional income tax liabilities; increases in interest rates that could increase our borrowing costs; risks affecting our ability to raise funds at reasonable rates and other factors affecting our access to sufficient funds for future growth and expansion; risks relating to the use of artificial intelligence and other advanced technologies, and our reliance on third‑party technology providers; interruptions, secu…
Excerpt shortened here; the source contains the full paragraph.
Current wording
Actual results and developments may differ materially from the expectations expressed in or implied by our forward-looking statements, based on various risks and uncertainties, including changes in consumer practices, preferences, price sensitivity, behaviors, demand and perceptions; the impact of geopolitical developments, tensions, threats or conflicts on the availability and prices of raw materials and energy supplies; supply chains and foreign exchange and interest rates; the impact of global business and economic conditions on demand for our products or our access to global credit and equity markets; our reliance on certain industries for a significant portion of our sales; operating difficulties at our manufacturing facilities and liabilities relating to product safety and quality; our ability to keep pace with technological developments in research and development and continue to offer innovative products; competitive pressures that may adversely affect our market share, revenue and profitability; market volatility that may adversely affect our ability to pass through potential increases in the cost of corn and other raw materials to customers, to purchase quantities of corn and other raw materials at prices sufficient to sustain or increase our profitability, or to supply product quantities and meet shipment delivery requirements that our customers demand; the impact on inputs to our procurement, production processes and delivery channels, such as raw material, energy, and freight and logistics, of price fluctuations, supply chain interruptions, tariffs, duties, and shortages; our ability to contain costs, manage working capital, and achieve budgets, including completion of planned maintenance and investment projects on time and on budget; global climate change and legal, regulatory, or market measures to address climate change; our ability to identify and complete acquisitions, divestitures, or strategic alliances on favorable terms or achieve anticipated synergies; the economic, political and other risks inherent in conducting operations in foreign countries and with foreign currencies; our ability to maintain satisfactory labor relations; our ability to attract, develop, retain, motivate and maintain good relationships with our workforce, including key personnel; the impact of legal and regulatory proceedings; the risks associated with pandemics; the impact of any impairment charges on intangible assets and goodwill; global and regional economic policies and changes to existing laws and regulations; changes in our tax rates or exposure to additional income tax liabilities; increases in interest rates that could increase our borrowing costs; risks affecting our ability to raise funds at reasonable rates and other factors affecting our access to sufficient funds for future growth and expansion; risks relating to the use of artificial intelligence and other advanced technologies, and our reliance on third‑party technology providers; inter…
Excerpt shortened here; the source contains the full paragraph.
Previous wording
Our forward-looking statements speak only as of the date on which they are made, and we do not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date of the statement as a result of new information or future events or developments or otherwise. If we do update or correct one or more of these statements, investors and others should not conclude that we will make additional updates or corrections. For a further description of these and other risks, see “Risk Factors” and other information included in our Annual Report on Form 10-K for the year ended December 31, 2025 and in our subsequent reports on Form 10-Q and Form 8-K filed with the Securities and Exchange Commission.
Current wording
Our forward-looking statements speak only as of the date on which they are made, and we do not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date of the statement as a result of new information or future events or developments or otherwise. If we do update or correct one or more of these statements, investors and others should not conclude that we will make additional updates or corrections. For a further description of these and other risks, see “Risk Factors” and other information included in our Annual Report on Form 10-K for the year ended December 31, 2025, in this Form 10-Q, and in our subsequent reports on Form 10-Q and Form 8-K filed with the Securities and Exchange Commission.
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
Net sales. T&HS net sales increased 4 percent to $1,244 million for year-to-date 2026 from $1,201 million for year-to-date 2025. The increase was primarily due to higher volumes and favorable foreign exchange impacts, partially offset by unfavorable price mix.
Current report — wording carried from elsewhere
Food & Industrial Ingredients–U.S./Canada