← Back to IFF filing summaryOriginal filing text · Part I
Item 2 — Management's Discussion and Analysis
International Flavors & Fragrances Inc · 10-Q · Q2 FY2026 · Period ended Jun 30, 2026
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(UNLESS INDICATED OTHERWISE, DOLLARS IN MILLIONS EXCEPT PER SHARE AMOUNTS)
The following management’s discussion and analysis should be read in conjunction with the management’s discussion and analysis of financial condition and results of operations, liquidity and capital resources included in our 2025 Annual Report on Form 10-K, filed on February 27, 2026 with the SEC (“2025 Form 10-K”).
OVERVIEW
Company Background
We are organized into three reportable operating segments: Taste, Health & Biosciences, and Scent.
Our Taste segment consists of the development and production of a range of flavor compounds and natural taste solutions that are ultimately used by our customers in a diverse variety of products, including savory products (soups, sauces, meat, fish, poultry, snacks, etc.), beverages (juice drinks, carbonated or flavored beverages, spirits, etc.), sweets (bakery products, candy, cereal, chewing gum, etc.), and dairy products (yogurt, ice cream, cheese, etc.). Taste also includes value-added spices and seasoning ingredients for meat, food service, convenience, alternative protein and culinary products.
Our Health & Biosciences segment consists of the development and production of an advanced biotechnology-derived portfolio of enzymes, food cultures, probiotics and specialty ingredients for food and non-food applications. Among many other applications, our portfolio includes cultures for use in fermented foods such as yogurt, cheese and fermented beverages, probiotic strains, household detergents, animal feed, ethanol production and brewing. Health & Biosciences is comprised of Health, Food Biosciences, Home & Personal Care, Animal Nutrition and Grain Processing.
Our Scent segment creates fragrance compounds and fragrance ingredients that are integral elements in the world’s finest perfumes and best-known household and personal care products. Consumer insights, science and creativity are at the heart of our Scent business, along with our unique portfolio of natural and synthetic ingredients, global footprint, innovative technologies and know-how, and customer intimacy. The Scent segment is comprised of Fragrance Compounds and Fragrance Ingredients.
On May 29, 2026, we announced that we entered into a definitive agreement to divest our Food Ingredients disposal group. We determined that the held for sale and discontinued operations criteria have been met during the second quarter of 2026 and the Company has classified the results of operations of its Food Ingredients disposal group, as well as the results of the SCL disposal group, as discontinued operations. Our Food Ingredients disposal group consists of a diversified portfolio across natural, artificial and plant-based specialty food ingredients that provide functional properties solutions for food and beverage products, as well as specialty soy protein with value-added formulations, emulsifiers and sweeteners.
We completed the divestiture of our Pharma Solutions disposal group, which included certain adjacent businesses, on May 1, 2025 and we divested our Nitrocellulose business, which was within our Pharma Solutions segment, on May 9, 2025. Our former Pharma Solutions segment produced, among other things, a vast portfolio of cellulosics and seaweed-based pharmaceutical excipients, used in prescription and over-the-counter pharmaceuticals and dietary supplements.
Financial Performance Overview of Continuing Operations
Sales
Sales in the second quarter of 2026 increased $35 million, or 2% on a reported basis, to $1.954 billion compared to $1.919 billion in the 2025 period. On a comparable currency neutral basis, sales in the second quarter of 2026 increased 6% compared to the 2025 period. Exchange rate variations had a favorable impact of 2%. The effect of exchange rates can vary by business and region, depending upon the mix of sales priced in U.S. dollars as compared to other currencies. Comparable portfolio results exclude divestiture impacts of approximately $107 million from the sale of the Pharma Solutions disposal group, the Nitrocellulose disposal group and Rene Laurent business in France.
Gross Profit
Gross profit in the second quarter of 2026 increased $29 million, or 4%, to $853 million (43.7% of sales) compared to $824 million (42.9% of sales) in the 2025 period. The increase in gross profit was primarily driven by volume increases and productivity gains and the benefit of tariff refunds received and recognized during the quarter offset in part by the change in business portfolio mix due to divestitures.
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RESULTS OF CONTINUING OPERATIONS
Three Months Ended Six Months Ended
June 30, June 30,
(DOLLARS IN MILLIONS EXCEPT PER SHARE AMOUNTS) 2026 2025 Change 2026 2025 Change
Net sales $ 1,954 $ 1,919 2 % $ 3,860 $ 3,969 (3) %
Cost of sales 1,101 1,095 1 % 2,178 2,293 (5) %
Gross profit 853 824 4 % 1,682 1,676 — %
Research and development (R&D) expenses 170 170 — % 324 325 — %
Selling and administrative (S&A) expenses 437 409 7 % 771 799 (4) %
Amortization of acquisition-related intangibles 82 82 — % 166 162 2 %
Impairment of goodwill — — NMF — 34 NMF
Restructuring and other charges 6 20 (70) % 10 35 (71) %
Losses on sale of assets — 1 NMF — 1 NMF
Operating profit 158 142 11 % 411 320 28 %
Interest expense 46 61 (25) % 90 132 (32) %
Gain on extinguishment of debt — (488) NMF — (488) NMF
Losses on business disposals 1 111 (99) % 1 111 (99) %
Loss on assets classified as held for sale 27 — NMF 27 — NMF
Other expense, net 20 20 — % 33 39 (15) %
Income from continuing operations before taxes 64 438 (85) % 260 526 (51) %
Provision (benefit) for income taxes 31 (112) (128) % 72 (92) (178) %
Net income from continuing operations $ 33 $ 550 (94) % $ 188 $ 618 (70) %
Income (loss) from discontinued operations before tax 31 66 (53) % 44 (1,016) (104) %
Provision for income taxes from discontinued operations 13 17 (24) % 11 20 (45) %
Net income (loss) from discontinued operations 18 49 (63) % 33 (1,036) (103) %
Net income (loss) 51 599 (91) % 221 (418) (153) %
Net income attributable to non-controlling interests from continuing operations — — NMF 1 1 — %
Net income attributable to non-controlling interests from discontinued operations 1 — NMF 1 — NMF
Net income (loss) attributable to IFF shareholders $ 50 $ 599 (92) % $ 219 $ (419) (152) %
Income (loss) per share - basic
Continuing operations $ 0.13 $ 2.15 (94) % $ 0.73 $ 2.41 (70) %
Discontinued operations 0.07 0.19 (65) % 0.13 (4.05) (103) %
Net income (loss) per share - basic $ 0.20 $ 2.34 (92) % $ 0.86 $ (1.64) (152) %
Income (loss) per share - diluted
Continuing operations $ 0.13 $ 2.14 (94) % $ 0.73 $ 2.40 (70) %
Discontinued operations 0.07 0.19 (65) % 0.12 (4.03) (103) %
Net income (loss) per share - diluted $ 0.20 $ 2.33 (91) % $ 0.85 $ (1.63) (152) %
Gross margin 43.7 % 42.9 % 80 bps 43.6 % 42.2 % 140 bps
R&D as a percentage of sales 8.7 % 8.9 % (20) bps 8.4 % 8.2 % 20 bps
S&A as a percentage of sales 22.4 % 21.3 % 110 bps 20.0 % 20.1 % (10) bps
Operating margin 8.1 % 7.4 % 70 bps 10.6 % 8.1 % 250 bps
Effective tax rate 48.4 % (25.6) % NMF 27.7 % (17.5) % NMF
Segment net sales
Taste $ 688 $ 654 5 % $ 1,368 $ 1,304 5 %
Health & Biosciences 601 559 8 % 1,176 1,079 9 %
Scent 665 603 10 % 1,316 1,217 8 %
Pharma Solutions — 103 (100) % — 369 (100) %
Consolidated $ 1,954 $ 1,919 2 % $ 3,860 $ 3,969 (3) %
_______________________
NMF: Not meaningful
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Cost of sales includes the cost of materials and manufacturing expenses. R&D expenses include expenses related to the development of new and improved products and technical product support. S&A expenses include expenses necessary to support our commercial activities and administrative expenses supporting our overall operating activities including compliance with governmental regulations.
SECOND QUARTER 2026 IN COMPARISON TO SECOND QUARTER 2025
Sales performance by segment was as follows:
% Change in Sales - Second Quarter 2026 vs. Second Quarter 2025
Reported Currency Neutral(2) Comparable Currency Neutral(1)(2)
Taste 5 % 4 % 4 %
Health & Biosciences 8 % 5 % 5 %
Scent 10 % 8 % 8 %
Pharma Solutions -100 % -100 % 0 %
Total 2 % 0 % 6 %
Comparable currency neutral reported performance by segment was as follows:
Three Months Ended June 30,
2026 2025
Net Sales
Taste $ 679 $ 650
Health & Biosciences 587 559
Scent 650 603
Impact of Business Divestitures(1) — 107
Impact of Currency Fluctuations(2) 38 $ —
Total $ 1,954 $ 1,919
_______________________
(1)Impact of business divestitures in 2025 includes results of the Rene Laurent business (divested December 1, 2025), and the Pharma Solutions disposal group and Nitrocellulose business (divested May 1, 2025 and May 9, 2025, respectively).
(2)Currency neutral sales are calculated by translating current year invoiced sale amounts at the exchange rates for the corresponding prior year period.
Taste
Taste sales in 2026 increased $34 million, or 5% on a reported basis, to $688 million compared to $654 million in the prior year period. On a comparable currency neutral basis, Taste sales increased 4% in 2026 compared to the prior year period primarily driven by volume and price increases in the Flavors business unit. Exchange rate variations had a favorable impact of 1%. Comparable portfolio results exclude the impact of the divestiture of the Rene Laurent business with a sales impact of approximately $4 million.
Health & Biosciences
Health & Biosciences sales in 2026 increased $42 million, or 8% on a reported basis, to $601 million compared to $559 million in the prior year period. On a comparable currency neutral basis, Health & Biosciences sales increased 5% in 2026 compared to the prior year period primarily driven by volume increases across various business units. Exchange rate variations had a favorable impact of 3%.
Scent
Scent sales in 2026 increased $62 million, or 10% on a reported basis, to $665 million compared to $603 million in the prior year period. On a comparable currency neutral basis, Scent sales increased 8% in 2026 compared to the prior year period primarily driven by volume increases in Fragrance Compounds, partially offset by volume decreases in Fragrance Ingredients. Exchange rate variations had a favorable impact of 2%.
Pharma Solutions
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The Company completed the divestiture of the Pharma Solutions disposal group on May 1, 2025, and the Nitrocellulose business on May 9, 2025. Accordingly, there were no Pharma Solutions segment results reported for the second quarter of 2026.
Cost of Sales
Cost of sales increased $6 million to $1.101 billion (56.3% of sales) in the second quarter of 2026 compared to $1.095 billion (57.1% of sales) in the second quarter of 2025. The increase in cost of sales was primarily driven by volume increases offset in part by the impact of divestitures of approximately $69 million and the benefit of tariff refunds recognized during the quarter.
Research and Development (“R&D”) Expenses
R&D expenses were flat at $170 million in the second quarter of 2026 (8.7% of sales) and in the second quarter of 2025 (8.9% of sales).
Selling and Administrative (“S&A”) Expenses
S&A expenses increased $28 million to $437 million (22.4% of sales) in the second quarter of 2026 compared to $409 million (21.3% of sales) in the second quarter of 2025. The increase in S&A expenses was primarily driven by higher incentive compensation expense and regulatory costs, partially offset by lower consulting fees incurred in relation to business divestitures.
Amortization of Acquisition-Related Intangibles
Amortization expenses were flat at $82 million in the second quarter of 2026 and 2025. See Note 12 for additional information.
Restructuring and Other Charges
Restructuring and other charges decreased to $6 million in the second quarter of 2026 compared to $20 million in the second quarter of 2025. The decrease was primarily driven by lower severance expense. Higher severance costs were incurred in 2025 at the beginning of the Productivity program. See Note 5 for additional information.
Interest Expense
Interest expense decreased to $46 million in the second quarter of 2026 compared to $61 million in the second quarter of 2025. The decrease in interest expense was due to lower debt outstanding. See Note 14 for additional information.
Gain on Extinguishment of Debt
Gain on extinguishment of debt was $488 million in the second quarter of 2025 due to the repurchase of approximately $2.5 billion of notes for approximately $2.0 billion in cash, using the proceeds from the divestitures. See Note 14 for additional information.
Losses on Business Disposals
Losses on business disposals was $1 million in the second quarter of 2026 compared to $111 million in the second quarter of 2025. The net loss in 2025 was primarily driven by the Pharma Solutions disposal group and Nitrocellulose business divestitures. See Note 4 for additional information.
Loss on Assets Classified as Held for Sale
There was a $27 million loss on assets classified as held for sale in the second quarter of 2026 related to the CitraSource business. See Note 4 for additional information.
Other Expense, Net
Other expense, net, remained flat at $20 million in the second quarter of 2026 and 2025. See Note 9 for additional information.
Income Taxes
The effective tax rate for the three months ended June 30, 2026 increased to 48.4% compared to (25.6)% for the three months ended June 30, 2025. The increase was primarily driven by increased non-deductible regulatory costs, the entity realignment project in 2025, business divestitures and changes in the mix of earnings.
Segment Adjusted Operating EBITDA Results by Business Unit
The Company uses Segment Adjusted Operating EBITDA for internal reporting and performance measurement purposes. Segment Adjusted Operating EBITDA is defined as Income Before Taxes before depreciation and amortization expense,
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interest expense, restructuring and other charges and certain items that are not related to recurring operations. Our determination of reportable segments was made on the basis of our strategic priorities within each segment and corresponds to the manner in which our Chief Operating Decision Maker reviews and evaluates operating performance to make decisions about resources to be allocated to the segment. In addition to our strategic priorities, segment reporting is also based on differences in the products and services we provide.
Adjusted Operating EBITDA performance by segment was as follows:
% Change in Adjusted Operating EBITDA - Second Quarter 2026 vs. Second Quarter 2025
Reported Comparable Currency Neutral Adjusted(1)(2)(3)
Taste 6 % 6 %
Health & Biosciences 8 % 6 %
Scent 11 % 5 %
Pharma Solutions -100 % — %
Total 2 % 6 %
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Comparable Currency Neutral Adjusted Operating EBITDA by segment was as follows:
Three Months Ended June 30,
(DOLLARS IN MILLIONS) 2026 2025
Segment Adjusted Operating EBITDA from Continuing Operations:
Taste $ 122 $ 115
Health & Biosciences 146 138
Scent 126 120
Impact of Business Divestitures(2) — 26
Impact of Currency Fluctuations(3) 14 —
Total 408 399
Depreciation & Amortization (154) (146)
Interest Expense (46) (61)
Other Expense, net (20) (20)
Restructuring and Other Charges (6) (20)
Losses on Business Disposals (1) (111)
Loss on Assets Classified as Held for Sale (27) —
Divestiture Costs (10) (26)
Strategic Initiative Costs (9) (6)
Regulatory Costs (71) (53)
Gain on Debt Extinguishment — 488
Entity Realignment Costs (1) (4)
Other 1 (2)
Income from continuing operations before taxes $ 64 $ 438
Segment Adjusted Operating EBITDA margin:
Taste 18.0 % 17.7 %
Health & Biosciences 24.9 % 24.7 %
Scent 19.4 % 19.9 %
Consolidated 20.9 % 20.8 %
_______________________
(1)Refer to Note 7 for a reconciliation of Adjusted Operating EBITDA to Income (Loss) Before Taxes from continuing operations.
(2)Comparable portfolio results for 2025 exclude the impact of divestitures.
(3)Currency neutral amounts are calculated by translating current year transaction amounts at the exchange rates for the corresponding prior year period.
Following the completed divestitures of the Pharma Solutions disposal group on May 1, 2025 and the Nitrocellulose business on May 9, 2025, the Company reallocated certain corporate costs previously attributed to the Pharma Solutions segment. These costs have been redistributed across the Taste, Health & Biosciences, and Scent segments for comparability purposes.
Three Months Ended June 30, 2025
Selling & Administrative Expenses Total EBITDA Impact
Taste $ 1 $ (1)
Health & Biosciences 1 (1)
Scent 1 (1)
Total $ 3 $ (3)
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Taste Segment Adjusted Operating EBITDA
Taste Segment Adjusted Operating EBITDA increased $7 million, or 6% on a reported basis, to $124 million in the second quarter of 2026 (18.0% of segment sales) from $117 million (17.9% of segment sales) in the comparable 2025 period. On a comparable currency neutral basis, Taste Segment Adjusted Operating EBITDA increased 6% in 2026 compared to the prior year period led primarily by volume growth and favorable net pricing.
Health & Biosciences Segment Adjusted Operating EBITDA
Health & Biosciences Segment Adjusted Operating EBITDA increased $11 million, or 8% on a reported basis, to $150 million in the second quarter of 2026 (25.0% of segment sales) from $139 million in the comparable 2025 period (24.9% of segment sales). On a comparable currency neutral basis, Health & Biosciences Segment Adjusted Operating EBITDA increased 6% in 2026 compared to the prior year period driven by volume growth and favorable net pricing.
Scent Segment Adjusted Operating EBITDA
Scent Segment Adjusted Operating EBITDA increased $13 million, or 11% on a reported basis, to $134 million in the second quarter of 2026 (20.2% of segment sales) from $121 million (20.1% of segment sales) in the comparable 2025 period. On a comparable currency neutral basis, Scent Segment Adjusted Operating EBITDA increased 5% in 2026 compared to the prior year period led primarily by volume growth and favorable net pricing.
Pharma Solutions Segment Adjusted Operating EBITDA
The Company completed the divestiture of the Pharma Solutions disposal group on May 1, 2025, and the Nitrocellulose business on May 9, 2025. Accordingly, there were no Pharma Solutions segment results reported for the second quarter of 2026.
FIRST SIX MONTHS 2026 IN COMPARISON TO FIRST SIX MONTHS 2025
Sales
Sales for the first six months of 2026 decreased $109 million, or 3% on a reported basis, to $3.860 billion compared to $3.969 billion in the 2025 period. On a comparable currency neutral basis, sales for the first six months of 2026 increased 4% compared to the 2025 period. Exchange rate variations had a favorable impact on net sales in the first six months of 2026 of 3%. The effect of exchange rates can vary by business and region, depending upon the mix of sales priced in U.S. dollars as compared to other currencies. Comparable portfolio results exclude the impact of divestitures which was approximately $379 million.
Sales Performance by Segment
% Change in Sales - First Six Months 2026 vs. First Six Months 2025
Reported Currency Neutral(1) Comparable Currency Neutral(1)(2)
Taste 5 % 3 % 3 %
Health & Biosciences 9 % 5 % 5 %
Scent 8 % 5 % 5 %
Pharma Solutions -100 % -100 % — %
Total -3 % -6 % 4 %
Comparable currency neutral reported performance by segment was as follows:
Six Months Ended June 30,
2026 2025
Net Sales
Taste $ 1,337 $ 1,294
Health & Biosciences 1,134 1,079
Scent 1,272 1,217
Impact of Business Divestitures(1) — 379
Impact of Currency Fluctuations(2) 117 —
Total $ 3,860 $ 3,969
_______________________
(1)Impact of business divestitures in 2025 includes results of the Rene Laurent business (divested December 1, 2025), and the Pharma Solutions disposal group and Nitrocellulose business (divested May 1, 2025 and May 9, 2025, respectively).
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(2)Currency neutral sales are calculated by translating current year invoiced sale amounts at the exchange rates for the corresponding prior year period.
Taste
Taste sales in 2026 increased $64 million, or 5% on a reported basis, to $1.368 billion compared to $1.304 billion in the prior year period. On a comparable currency neutral basis, Taste sales increased 3% in 2026 compared to the prior year period. Exchange rate variations had a favorable impact of 2%. Comparable portfolio results exclude the impact of the divestiture of the Rene Laurent business with a sales impact of approximately $10 million.
Health & Biosciences
Health & Biosciences sales in 2026 increased $97 million, or 9% on a reported basis, to $1.176 billion compared to $1.079 billion in the prior year period. On a comparable currency neutral basis, Health & Biosciences sales increased 5% in 2026 compared to the prior year period driven by volume increases. Exchange rate variations had a favorable impact of 4%.
Scent
Scent sales in 2026 increased $99 million, or 8% on a reported basis, to $1.316 billion compared to $1.217 billion in the prior year period. On a comparable currency neutral basis, Scent sales increased 5% in 2026 compared to the prior year period driven by volume increases in the Fragrance Compounds business unit, partially offset by decreases across other business units. Exchange rate variations had a favorable impact of 3%.
Pharma Solutions
The Company completed the divestiture of the Pharma Solutions disposal group on May 1, 2025, and the Nitrocellulose business on May 9, 2025. Accordingly, there were no Pharma Solutions segment results reported for the first six months of 2026.
Cost of sales
Cost of sales decreased $115 million to $2.178 billion (56.4% of sales) in the first six months of 2026 compared to $2.293 billion (57.8% of sales) in the 2025 period. The decrease in cost of sales was primarily driven by the impact of divestitures of approximately $250 million and the benefit of tariff refunds recognized during the period, partially offset in part by volume increases in sales.
Research and Development (“R&D”) Expenses
R&D expenses decreased $1 million to $324 million (8.4% of sales) in the first six months of 2026 compared to $325 million (8.2% of sales) in the 2025 period. The decrease in R&D expenses was primarily driven by the impact of divestitures of approximately $9 million, offset by an increase in employee related costs and operating expenses for R&D related activities.
Selling and Administrative (“S&A”) Expenses
S&A expenses decreased $28 million to $771 million (20.0% of sales) in the first six months of 2026 compared to $799 million (20.1% of sales) in the 2025 period. The decrease in S&A expenses was primarily driven by lower consulting fees incurred in relation to business divestitures, and impact of divestitures of approximately $24 million, offset by an increase in incentive compensation expense and regulatory costs.
Amortization of Acquisition-Related Intangibles
Amortization expenses increased to $166 million in the first six months of 2026 compared to $162 million in the 2025 period. The increase in amortization expense was primarily driven by the impact of foreign currency exchange rates. See Note 12 for additional information.
Impairment of Goodwill
The impairment of goodwill of $34 million in the 2025 period represents the impairment of goodwill attributable to the portion of the Food Ingredients reporting unit that is not included within the Food Ingredients or SCL disposal groups. See Note 7 for additional information.
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Restructuring and Other Charges
Restructuring and other charges decreased to $10 million in the first six months of 2026 compared to $35 million in the 2025 period. The decrease was driven by higher severance costs incurred as part of the IFF Productivity Program in 2025. See Note 5 for additional information.
Interest Expense
Interest expense decreased to $90 million in the first six months of 2026 compared to $132 million in the 2025 period. The decrease in interest expense was due to lower debt outstanding. See Note 14 for additional information.
Gain on Extinguishment of Debt
Gain on extinguishment of debt was $488 million in the first six months of 2025 due to the repurchase of approximately $2.5 billion of notes for approximately $2.0 billion in cash, using the proceeds from the divestitures. See Note 14 for additional information.
Losses on Business Disposals
Losses on business disposals was $1 million in the first six months of 2026 compared to $111 million in the 2025 period. The net loss in 2025 was primarily driven by the Pharma Solutions disposal group and Nitrocellulose business divestitures. See Note 4 for additional information.
Loss on Assets Classified as Held for Sale
There was a $27 million loss on assets classified as held for sale in the first six months of 2026 related to the CitraSource business. See Note 4 for additional information.
Other Expense, Net
Other expense, net, was $33 million in the first six months of 2026 compared to $39 million in the 2025 period. The decrease was primarily due to decreased foreign exchange losses, partially offset by increased pension-related benefit. See Note 9 for additional information.
Income Taxes
The effective tax rate for the six months ended June 30, 2026 was 27.7% compared to (17.5)% for the six months ended June 30, 2025. The increase was primarily driven by increased non-deductible regulatory costs, the entity realignment project in 2025, business divestitures and changes in the mix of earnings.
Segment Adjusted Operating EBITDA Results by Business Unit
The Company uses Segment Adjusted Operating EBITDA for internal reporting and performance measurement purposes. Segment Adjusted Operating EBITDA is defined as Income Before Taxes before depreciation and amortization expense, interest expense, restructuring and other charges and certain items that are not related to recurring operations. Our determination of reportable segments was made on the basis of our strategic priorities within each segment and corresponds to the manner in which our Chief Operating Decision Maker reviews and evaluates operating performance to make decisions about resources to be allocated to the segment. In addition to our strategic priorities, segment reporting is also based on differences in the products and services we provide.
Adjusted Operating EBITDA performance by segment was as follows:
% Change in Adjusted Operating EBITDA - First Six Months 2026 vs. First Six Months 2025
Reported Comparable Currency Neutral Adjusted(1)(2)(3)
Taste 12 % 14 %
Health & Biosciences 11 % 8 %
Scent 6 % 2 %
Pharma Solutions -100 % — %
Total — % 8 %
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Comparable Currency Neutral Adjusted Operating EBITDA by segments was as follows:
Six Months Ended June 30,
(DOLLARS IN MILLIONS) 2026 2025
Segment Adjusted Operating EBITDA from Continuing Operations:
Taste $ 268 $ 236
Health & Biosciences 277 256
Scent 258 253
Impact of Business Divestitures(2) — 98
Impact of Currency Fluctuations(3) 38 —
Total 841 843
Depreciation & Amortization (306) (288)
Interest Expense (90) (132)
Other Expense, net (33) (39)
Restructuring and Other Charges (10) (35)
Impairment of Goodwill — (34)
Losses on Business Disposals (1) (111)
Loss on Assets Classified as Held for Sale (27) —
Divestiture Costs (15) (77)
Strategic Initiative Costs (18) (14)
Gain on Debt Extinguishment — 488
Regulatory Costs (81) (64)
Entity Realignment Costs (2) (5)
Other 2 (6)
Income from continuing operations before taxes $ 260 $ 526
Segment Adjusted Operating EBITDA margin:
Taste 20.0 % 18.2 %
Health & Biosciences 24.4 % 23.7 %
Scent 20.3 % 20.8 %
Consolidated 21.8 % 21.2 %
(1)Refer to Note 7 for a reconciliation of Adjusted Operating EBITDA to Income (Loss) Before Taxes from continuing operations.
(2)Comparable portfolio results for 2025 exclude the impact of divestitures.
(3)Currency neutral amounts are calculated by translating current year transaction amounts at the exchange rates for the corresponding prior year period.
Following the completed divestitures of the Pharma Solutions disposal group on May 1, 2025 and the Nitrocellulose business on May 9, 2025, the Company reallocated certain corporate costs previously attributed to the Pharma Solutions segment. These costs have been redistributed across the Taste, Health & Biosciences, and Scent segments for comparability purposes.
Six Months Ended June 30, 2025
Selling & Administrative Expenses Total EBITDA Impact
Taste $ 6 $ (6)
Health & Biosciences 6 (6)
Scent 6 (6)
Total $ 18 $ (18)
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Taste Segment Adjusted Operating EBITDA
Taste Segment Adjusted Operating EBITDA increased $30 million, or 12% on a reported basis, to $276 million in the first six months of 2026 (20.2% of segment sales) from $246 million (18.9% of segment sales) in the comparable 2025 period. On a comparable currency neutral basis, Taste Segment Adjusted Operating EBITDA increased 14% in 2026 compared to the prior year period primarily driven by volume increases and productivity gains.
Health & Biosciences Segment Adjusted Operating EBITDA
Health & Biosciences Segment Adjusted Operating EBITDA increased $28 million, or 11% on a reported basis, to $290 million in the first six months of 2026 (24.7% of segment sales) from $262 million in the comparable 2025 period (24.3% of segment sales). On a comparable currency neutral basis, Health & Biosciences Segment Adjusted Operating EBITDA increased 8% in 2026 compared to the prior year period primarily driven by productivity gains and volume increases.
Scent Segment Adjusted Operating EBITDA
Scent Segment Adjusted Operating EBITDA increased $16 million, or 6% on a reported basis, to $275 million in the first six months of 2026 (20.9% of segment sales) from $259 million (21.3% of segment sales) in the comparable 2025 period. On a comparable currency neutral basis, Scent Segment Adjusted Operating EBITDA increased 2% in 2026 compared to the prior year period primarily driven by productivity gains and volume increases.
Pharma Solutions Segment Adjusted Operating EBITDA
The Company completed the divestiture of the Pharma Solutions disposal group on May 1, 2025, and the Nitrocellulose business on May 9, 2025. Accordingly, there were no Pharma Solutions segment results reported for the six months ended June 30, 2026.
Liquidity
Cash and Cash Equivalents
We had cash and cash equivalents of $569 million at June 30, 2026 compared to $590 million on the Consolidated Balance Sheets, at December 31, 2025. A portion of this balance was held outside the United States. Cash balances held in foreign jurisdictions are, in most circumstances, available to be repatriated to the United States.
Effective utilization of the cash generated by our international operations is a critical component of our strategy. We regularly repatriate cash from our non-U.S. subsidiaries to fund financial obligations in the U.S. As we repatriate these funds to the U.S., there will be required income taxes payable in certain U.S. states and applicable foreign withholding taxes during the period when such repatriation occurs. Accordingly, as of June 30, 2026, we had a deferred tax liability of approximately $150 million for the effect of repatriating the funds to the U.S., attributable to various non-U.S. subsidiaries. There is no deferred tax liability associated with non-U.S. subsidiaries where we intend to indefinitely reinvest the earnings to fund local operations and/or capital projects.
Cash Flows Provided By Operating Activities
Cash flows provided by operating activities for the six months ended June 30, 2026 were $679 million, compared to $368 million for the six months ended June 30, 2025. The increase in cash flows from operating activities during 2026 was primarily driven by the decrease in working capital, largely related to inventories, accounts payables and a smaller incentive compensation payout made in 2026 related to 2025 results compared to the prior year, partially offset by an increase in accounts receivable in the current year.
Cash Flows (Used In) Provided By Investing Activities
Cash flows used in investing activities for the six months ended June 30, 2026 were $133 million, compared to cash flows provided by investing activities of $2.541 billion in the prior year period. Cash flows provided by investing activities during 2025 were primarily comprised of net proceeds of $2.707 billion received in the prior year period from the divestitures of the Pharma Solutions disposal group, the Nitrocellulose business and the Tobacco Flavoring business in North America. Investing cash outflows in the current year were primarily driven by $301 million of additions to property, plant and equipment, partially offset by $201 million of net proceeds from the divestiture of the SCL disposal group and the collection of an earnout related to the prior year divestiture of the Pharma Solutions disposal group.
We have evaluated and re-prioritized our capital projects and expect that capital spending in 2026 will be approximately 6.0% of total company sales (net of potential grants and other reimbursements from government authorities), up from approximately 5.5% in 2025.
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Cash Flows Used In Financing Activities
Cash flows used in financing activities for the six months ended June 30, 2026 were $565 million, compared to $2.654 billion in the prior year period. The decrease in cash flows used in financing activities was primarily driven by the Company’s prior year purchase for cash of certain of its outstanding series of Senior Notes for an aggregate purchase price, excluding accrued and unpaid interest, of $2.0 billion. This decrease was partially offset by increased net repayments of commercial paper of $264 million during the six months ended June 30, 2026, in addition to $71 million of common stock repurchases under the share repurchase program that began on October 1, 2025.
We paid dividends totaling $204 million in the 2026 period. We declared a cash dividend per share of $0.40 in the second quarter of 2026 that was paid on July 10, 2026 to all shareholders of record as of June 18, 2026.
Our capital allocation strategy seeks to maintain investment grade ratings while investing in the business, continuing to pay dividends, repurchasing outstanding shares and repaying debt. We make capital investments in our businesses to support our operational needs and strategic long-term plans. We are committed to maintaining our history of paying a dividend to investors which is determined by our Board of Directors at its discretion based on various factors.
Share Repurchase Authorization
On August 4, 2026, the Company announced that its Board of Directors has authorized an enhanced share repurchase authorization with a total value of $2.5 billion, including approximately $400 million remaining on its prior authorization. Under the program, the Board of Directors also authorized an accelerated share repurchase of $500 million, which the Company expects to execute in the second half of 2026. The remaining $2.0 billion share repurchase is expected to be executed following the closing of the Food Ingredients disposal group divestiture, with an expected completion of the program by the end of 2027. The Board will review the share repurchase program periodically and may authorize adjustments of its term and size.
Capital Resources
Operating cash flow provides the primary source of funds for capital investment needs, dividends paid to shareholders and debt service repayments. We anticipate that cash flows from operations, cash proceeds generated from planned business divestitures and availability under our existing credit facilities will be sufficient to meet our investing and financing needs, including our debt service requirements for the foreseeable future. We regularly assess our capital structure, including both current and long-term debt instruments, as compared to our cash generation and investment needs in order to provide ample flexibility and to optimize our leverage ratios. See Note 14 for additional information.
Revolving Credit Facility
Our Revolving Credit Agreement contains various covenants, limitations and events of default customary for similar facilities for similarly rated borrowers, including the requirement for us to maintain, at the end of each fiscal quarter, a ratio of net debt to credit adjusted EBITDA in respect of the previous 12-month period. Borrowings under the Revolving Credit Facility are subject to interest at varying spreads above quoted market rates and a commitment fee is paid on the total unused borrowings.
On June 25, 2025, the Company, with its lenders, entered into the Fourth Amended and Restated Credit Agreement (“Revolving Credit Agreement”), which amended and restated the most recent Amendment No. 4 to the Third Amended and Restated Credit Agreement dated September 19, 2023. This amendment and restatement, among other things, extended the termination date to June 25, 2030, as well as removed the financial covenant relief period and associated restrictions.
The Fourth Amended and Restated Credit Agreement states that from the effective date through September 30, 2025, our net debt to credit adjusted EBITDA ratio shall not exceed 4.00x, and shall not exceed 3.75x thereafter, with a temporary step-up to 4.25x permitted for three fiscal quarters following an acquisition exceeding $500 million in paid consideration.
As of June 30, 2026, we had no outstanding borrowings under our $2 billion Revolving Credit Facility. The amount that we are able to draw down under the Revolving Credit Facility is limited by financial covenants as described in more detail below. As of June 30, 2026, our available capacity was $2 billion under the Revolving Credit Facility.
Refer to Note 14 of this Form 10-Q and Part IV, Item 15, “Exhibits and Financial Statement Schedules,” Note 14 of our 2025 Form 10-K for additional information.
Debt Covenants
At June 30, 2026, we were in compliance with all financial and other covenants, including the net debt to credit adjusted EBITDA(1) ratio. At June 30, 2026, our net debt to credit adjusted EBITDA(1) ratio was 2.51 to 1.0 as defined by the credit facility agreements, which is below the relevant level provided by our financial covenants of existing outstanding debt.
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(1)Credit adjusted EBITDA and net debt, which are non-GAAP measures used for these covenants, are calculated in accordance with the definition in the debt agreements. In this context, these measures are used solely to provide information on the extent to which we are in compliance with debt covenants and may not be comparable to credit adjusted EBITDA and net debt used by other companies. Reconciliations of credit adjusted EBITDA to net income and of net debt to total debt are as follows:
(DOLLARS IN MILLIONS) Twelve Months Ended June 30, 2026
Net income $ 254
Interest expense 187
Income taxes 98
Depreciation and amortization 948
Specified items(1) 341
Non-cash items(2) 228
Credit Adjusted EBITDA(3) $ 2,056
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(1)Specified items consisted of restructuring and other charges, impairment of goodwill, divestiture costs, strategic initiative costs, regulatory costs, gain on debt extinguishment, entity realignment costs and other costs that are not related to recurring operations.
(2)Non-cash items consisted of losses (gains) on sale of assets, losses (gains) on business disposals, loss on assets classified as held for sale, pension termination losses, and stock-based compensation.
(3)Credit Adjusted EBITDA presented includes results from continuing and discontinued operations.
(DOLLARS IN MILLIONS) June 30, 2026
Total debt(1) $ 5,735
Adjustments:
Cash and cash equivalents 569
Net debt $ 5,166
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(1)Total debt used for the calculation of net debt consisted of short-term debt, long-term debt, short-term finance lease obligations and long-term finance lease obligations.
Senior Notes
As of June 30, 2026, we had $5.611 billion aggregate principal amount outstanding in senior unsecured notes, with $914 million principal amount denominated in EUR and $4.697 billion principal amount denominated in USD. The notes bear effective interest rates ranging from 1.56% per year to 5.12% per year, with maturities from September 25, 2026 to December 1, 2050. See Note 14 for additional information.
Contractual Obligations
On a total Company basis, we expect to contribute a total of $5 million to our U.S. pension plans and a total of $17 million to our non-U.S. pension plans during 2026. During the six months ended June 30, 2026, $8 million of contributions were made to the non-U.S. pension plans and $2 million of contributions were made with respect to the non-qualified U.S. pension plans. We also expect to contribute $4 million to our postretirement benefits other than pension plans during 2026. During the six months ended June 30, 2026, $2 million of benefit payments were made to postretirement benefits other than pension plans.
As discussed in Note 18 to the Consolidated Financial Statements, at June 30, 2026, we had entered into various guarantees and had undrawn outstanding letters of credit from financial institutions. These arrangements reflect ongoing business operations, including commercial commitments, and governmental requirements associated with audits or litigation that are in process with various jurisdictions. Based on the current facts and circumstances, these arrangements are not reasonably likely to have a material impact on our consolidated financial condition, results of operations or cash flows.
New Accounting Standards
Refer to Note 1 to the Consolidated Financial Statements for a discussion of recent accounting pronouncements.
Non-GAAP Financial Measures
We use non-GAAP financial measures in this Form 10-Q, including: (i) comparable currency neutral metrics, (ii) adjusted operating EBITDA, comparable currency neutral adjusted operating EBITDA, (iii) adjusted operating EBITDA margin, and (iv) net debt to credit adjusted EBITDA. We also provide the non-GAAP measure net debt solely for the purpose of providing
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information on the extent to which the Company is in compliance with debt covenants contained in its debt agreements. Our non-GAAP financial measures are defined below.
These non-GAAP financial measures are intended to provide additional information regarding our underlying operating results and comparable year-over-year performance. Such information is supplemental to information presented in accordance with GAAP and is not intended to represent a presentation in accordance with GAAP. In discussing our historical and expected future results and financial condition, we believe it is meaningful for investors to be made aware of and to be assisted in a better understanding of, on a period-to-period comparable basis, financial amounts both including and excluding these identified items, as well as the impact of exchange rate fluctuations. These non-GAAP measures should not be considered in isolation or as substitutes for analysis of the Company’s results under GAAP and may not be comparable to other companies’ calculation of such metrics.
Currency Neutral metrics eliminate the effects that result from translating non-U.S. currencies to U.S. dollars. We calculate currency neutral numbers by translating current year invoiced sale amounts at the exchange rates used for the corresponding prior year period. We use currency neutral results in our analysis of segment performance. We also use currency neutral numbers when analyzing our performance against our competitors.
Comparable results for the second quarter and first six months of 2026 exclude the impact of divestitures.
Adjusted operating EBITDA and adjusted operating EBITDA margin exclude depreciation and amortization, interest expense, other expense, net, and certain non-recurring or unusual items that are not part of recurring operations such as impairment of goodwill, restructuring and other charges, losses (gains) on business disposals, loss on assets classified as held for sale, divestiture costs, strategic initiative costs, regulatory costs, gain on debt extinguishment, and other costs that are not related to recurring operations.
Net debt to credit adjusted EBITDA is the leverage ratio used in our credit agreements and defined as net debt (which is debt for borrowed money less cash and cash equivalents) divided by the trailing 12-month credit adjusted EBITDA. Credit adjusted EBITDA is defined as income (loss) before interest expense, income taxes, depreciation and amortization, specified items and non-cash items.
Cautionary Statement Under the Private Securities Litigation Reform Act of 1995
This Form 10-Q includes statements that are not historical facts and are “forward-looking statements” within the meaning of The Private Securities Litigation Reform Act of 1995. Such forward-looking statements are based on management’s current assumptions, estimates and expectations, including with respect to our financial and operational outlook (sales, adjusted operating EBITDA and cash flow), portfolio optimization initiatives (including the pending divestiture of the Food Ingredients disposal group), pricing, productivity and cost-discipline actions, capital allocation, future operations, growth potential, strategic investments and the expected effects of foreign exchange. These statements reflect management’s present views, are based on a series of expectations, assumptions, estimates and projections about the Company, are subject to change, and involve uncertainties that could cause actual results to differ materially. Certain of such forward-looking information may be identified by such terms as “expect”, “anticipate”, “believe”, “intend”, “outlook”, “may”, “will”, “would”, “estimate”, “should”, “predict”, “plan”, “project”, “could”, “potential”, “seek”, “target”, “continue”, “future”, and similar terms or variations thereof. These statements are not guarantees of future performance and are subject to risks and uncertainties that could lead to materially different outcomes. Such risks, uncertainties and other factors include, among others, the following:
•demand trends, competitive dynamics and customer concentration in our end markets;
•execution of our strategic transformation and other strategic transactions, divestitures, acquisitions, collaborations and joint ventures;
•working capital and inventory management;
•outcomes of legal claims, disputes, regulatory investigations and litigation;
•tariffs and trade actions, supply chain disruptions and macro events, including geopolitical developments, climate events, natural disasters, public health crises; volatility in input costs (such as raw materials, transportation and energy);
•attraction, retention and turnover of key employees and executives; product innovation, time-to-market, product safety and quality;
•cybersecurity incidents, artificial intelligence related risks, data privacy and compliance with data protection laws;
•exposure to emerging markets, foreign currency fluctuations and international regulatory and political risks;
•capital allocation, dividend policy and potential impairments of tangible or intangible assets; our indebtedness, credit rating, liquidity, and access to capital;
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•pension and postretirement obligations;
•compliance with federal, state, local and international rules and regulations, and regulatory, environmental, anti-corruption and sanctions laws and related ethical business practices;
•protection and enforcement of intellectual property;
•changes in tax laws and policies, tax audits and outcomes, including potential tax liabilities related to prior transactions; and changes in federal, state, local and international rules and regulations.
The foregoing list of important factors does not include all such factors, nor necessarily present them in order of importance. Important factors are described under “Risk Factors” in our 2025 Form 10-K and in our subsequent filings with the SEC.
We intend our forward-looking statements to speak only as of the time of such statements and do not undertake or plan to update or revise them as more information becomes available or to reflect changes in expectations, assumptions or results, whether as a result of new information, future events or otherwise. We can give no assurance that such expectations or forward-looking statements will prove to be correct. An occurrence of, or any material adverse change in, one or more of the risk factors or risks and uncertainties referred to in this report or included in our other periodic reports filed with the SEC could materially and adversely impact our operations and our future financial results.
Any public statements or disclosures made by us following this report that modify or impact any of the forward-looking statements contained in or accompanying this report will be deemed to modify or supersede such outlook or other forward-looking statements in or accompanying this report.