Darling Ingredients Announces €750M Notes Offering, New Credit Agreement, and €515M Notes Redemption

Darling Ingredients Inc. (NYSE: DAR), a global leader in transforming food waste into sustainable products and renewable energy, has announced the successful completion of a significant long-term debt refinancing initiative aimed at extending debt maturities and optimizing its capital structure. The company, which operates in more than 15 countries, continues to lead the sustainability charge in the food and agriculture industry, and this latest move strengthens its financial footing to support ongoing growth and innovation.

€750 Million Senior Notes Issuance by Darling Global Finance B.V.

On June 24, 2025, Darling Global Finance B.V.—an indirect, wholly owned subsidiary of Darling Ingredients incorporated under Dutch law—completed a €750 million aggregate principal offering of unsecured senior notes due 2032. These newly issued notes bear an annual interest rate of 4.5%, with interest payments scheduled semi-annually in arrears on January 15 and July 15 of each year. The first interest payment will occur on January 15, 2026.

This bond issuance marks an important milestone for Darling as it seeks to extend the maturity profile of its existing debt portfolio. By locking in long-term capital at a fixed interest rate, the company is positioned to maintain greater stability and financial flexibility in an increasingly volatile market environment. The issuance was well-received by investors, reflecting confidence in Darling’s sustainable business model and strong financial performance.

New Third Amended and Restated Credit Agreement

Following the bond issuance, on June 25, 2025, Darling Ingredients also finalized a significant update to its credit framework through the execution of a Third Amended and Restated Credit Agreement. This agreement represents a continuation and expansion of its Second Amended and Restated Credit Agreement, originally dated January 6, 2014, and amended several times over the years to support evolving corporate needs.

The new Credit Agreement refinances the loans and commitments under the prior agreement (referred to as the “Existing Credit Facilities”) and introduces updated terms and extended maturity timelines. Under the new terms, Darling now has access to:

  • A $2 billion senior secured revolving credit facility
  • A $900 million senior secured term loan A facility, which includes term A-1 and term A-3 loan tranches. These term loans were cashlessly rolled over from the prior credit agreement, allowing for seamless continuity in borrowing and repayment structure.

The updated credit facilities provide Darling with enhanced liquidity and a stronger balance sheet, supporting ongoing capital investment, operational flexibility, and potential future acquisitions.

Redeeming 3.625% Senior Notes Due 2026

In conjunction with the new financing initiatives, Darling used proceeds from the €750 million senior notes offering, alongside borrowings under the newly established credit facilities, to execute the redemption of its outstanding €515 million principal amount of 3.625% Senior Notes originally due in 2026.

The redemption took place on June 26, 2025, at a redemption price equal to 100.000% of the principal amount, effectively retiring the debt without any premium or discount. This early redemption aligns with the company’s strategic goal of optimizing interest expense while extending the maturity profile of its obligations.

In addition to repaying the 2026 euro notes, the proceeds were also used to repay or refinance the existing senior secured credit facilities under the previous agreement, and to cover related transaction costs, fees, issuance discounts, and premiums associated with the refinancing.

This comprehensive refinancing process reinforces Darling’s commitment to responsible financial management and underscores its proactive approach in navigating interest rate cycles and capital market dynamics.

Notes Not Registered Under U.S. Securities Act

It’s important to note that the newly issued notes and related guarantees have not been registered under the U.S. Securities Act of 1933, as amended, nor under any state securities laws. Consequently, unless such securities are registered in the future, they may only be offered or sold within the United States under an exemption from registration, in accordance with applicable state and federal securities laws.

The offering of these securities was conducted in accordance with applicable exemptions from the registration requirements of the Securities Act. As such, the offering was not available to the general public in the United States and was restricted to qualified institutional buyers and investors located outside the U.S. under Regulation S and other regulatory frameworks.

In line with securities regulations, Darling emphasized that this announcement does not constitute an offer to sell or a solicitation to buy any of the notes or guarantees in any jurisdiction where such an offer or sale would be unlawful. No securities will be offered or sold in any state or jurisdiction without prior registration or qualification under the applicable securities laws of that location.

A Strategic Step Toward Long-Term Growth

This refinancing move comes at a time when Darling Ingredients continues to expand its presence and capabilities in the global renewable energy and sustainable feedstocks markets. The company’s vertically integrated operations, which turn food waste and animal by-products into valuable materials like renewable diesel, collagen, and feed ingredients, have positioned it as a vital player in the transition to a circular economy.

With a strong track record of operational execution, Darling has demonstrated consistent growth in both revenues and adjusted EBITDA over recent years. The new credit structure and long-term bond issuance not only provide financial stability but also give the company room to pursue its long-term vision: advancing sustainability, expanding innovation, and creating value across the supply chain.

In addition to supporting organic growth and R&D, the capital raised and financial flexibility created through this refinancing may also help Darling pursue strategic mergers and acquisitions, expand its geographic reach, and strengthen partnerships in the bioenergy, agriculture, and consumer goods sectors.

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