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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________________
FORM 10-Q
_________________________
(Mark One)
| | | | | |
x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2026
OR
| | | | | |
o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from January 1, 2026 to June 30, 2026
Commission file number 001-42678
_________________________
JBS N.V.
(Exact name of registrant as specified in its charter)
_________________________
| | | | | | | | | | | |
Netherlands | | | 98-1861274 |
(State or other jurisdiction of incorporation or organization) | | | (I.R.S. Employer Identification No.) |
| | | |
Stroombaan 16, 5th Floor Amstelveen, Netherlands
| | | 1181 VX |
(Address of Principal Executive Offices) | | | (Zip Code) |
(3120) 6564700
Registrant’s telephone number, including area code
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | |
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Class A common shares, par value €0.01 per share | JBS | New York Stock Exchange |
| | |
| | |
Securities registered pursuant to Section 12(g) of the Act: None
Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:
| | | | | |
| Title of Each Class |
| 2.500% Senior Notes due 2027* |
| 3.000% Senior Notes due 2029* |
| 3.750% Senior Notes due 2031* |
| 3.000% Sustainability-Linked Senior Notes due 2032* |
| 3.625% Sustainability-Linked Senior Notes due 2032* |
| 5.750% Senior Notes due 2033* |
| 6.750% Senior Notes due 2034* |
| 5.950% Senior Notes due 2035* |
| 5.500% Senior Notes due 2036* |
| 4.375% Senior Notes due 2052* |
| 6.500% Senior Notes due 2052* |
| 7.250% Senior Notes due 2053* |
| 6.375% Senior Notes due 2055* |
| 6.250% Senior Notes due 2056* |
| 6.375% Senior Notes due 2066* |
* The Registrant, JBS USA Foods Group Holdings, Inc. and JBS USA Food Company Holdings are the co-issuers of these notes. JBS USA Foods Group Holdings, Inc. and JBS USA Food Company Holdings are indirect wholly-owned subsidiaries of the Registrant.
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes x No o
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes x No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,”and "emerging growth company" in Rule 12b-2 of the Exchange Act.
| | | | | | | | | | | | | | |
Large accelerated filer | ☒ | | Accelerated filer | o |
| | | | |
Non-accelerated filer | o | | Smaller reporting company | o |
| | | | |
| | | Emerging growth company | o |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).
Yes o No ☒
As of June 30, 2026, there were 776,086,920 Class A common shares, par value of €0.01 per share, and 294,842,267 Class B common shares, par value of €0.10 per share, outstanding.
EXPLANATORY NOTE
JBS N.V., a public limited liability company (naamloze vennootschap) organized under the laws of the Netherlands, qualifies as a “foreign private issuer,” as such term is defined in Rule 405 under the Securities Act of 1933, as amended, and Rule 3b-4 under the Securities Exchange Act of 1934, as amended. Although, as a foreign private issuer, JBS N.V. is not required to do so, beginning with this quarterly report on Form 10-Q (this “Quarterly Report”), JBS N.V. has voluntarily elected to file annual reports on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K with the United States Securities and Exchange Commission (“SEC”) instead of filing the reporting forms available to foreign private issuers. JBS N.V.’s voluntary filing of this Quarterly Report does not affect its status as a foreign private issuer.
In addition, as a foreign private issuer voluntarily filing this Quarterly Report, JBS N.V. has not prepared, and is not required to prepare, its financial statements in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). Instead, JBS N.V.’s audited annual consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) Accounting Standards, as issued by the International Accounting Standards Board (“IASB”) (“IFRS – Accounting Standards”), and JBS N.V.’s unaudited condensed consolidated interim financial information included elsewhere in this Quarterly Report have been prepared in accordance with IAS 34 – Interim Financial Reporting, as issued by the IASB. IFRS – Accounting Standards differs in certain material respects from U.S. GAAP. JBS N.V.’s financial statements (as defined elsewhere in this Quarterly Report) have not been reconciled to U.S. GAAP, and no reconciliation is provided in this Quarterly Report. Accordingly, JBS N.V.’s reported financial position, results of operations and cash flows may not be comparable to those of U.S. domestic registrants that report under U.S. GAAP, and readers should exercise caution in making any such comparison.
Table of Contents
CERTAIN DEFINED TERMS
Except where the context otherwise requires, in this Quarterly Report:
•“JBS N.V.” refers to JBS N.V., a public limited liability company (naamloze vennootschap) incorporated and existing under the laws of the Netherlands.
•“JBS Group,” “JBS,” “we,” “our,” “us,” “our company” or like terms refer to JBS N.V. and its consolidated subsidiaries, unless the context otherwise requires or otherwise indicated.
In addition, in this Quarterly Report, except where otherwise indicated or where the context requires otherwise:
•“Australia” means the Commonwealth of Australia.
•“Brazil” means the Federative Republic of Brazil.
•“Brazilian real,” “Brazilian reais” or “R$” means the Brazilian real, the official currency of Brazil.
•“EUR” or “€” means the Euro, the official currency of the European Economic Area.
•“Exchange Act” means the United States Securities Exchange Act of 1934, as amended.
•“Form 20-F” means our annual report on Form 20-F for the year ended December 31, 2025, as filed with the SEC on March 25, 2026.
•“IASB” means the International Accounting Standards Board.
•“IFRS – Accounting Standards” means International Financial Reporting Standards (IFRS) - Accounting Standards, as issued by the IASB.
•“JBS Australia” means Baybrick Pty Limited, an Australian proprietary limited company. JBS Australia is an indirect wholly-owned subsidiary of JBS N.V.
•“JBS S.A.” refers to JBS S.A., a Brazilian corporation (sociedade anônima). JBS S.A. is an indirect wholly-owned subsidiary of JBS N.V.
•“JBS USA” refers to JBS USA Holding Lux S.à r.l., a private limited liability company (société à responsabilité limitée) under the laws of Luxembourg. JBS USA Holding Lux S.à r.l. is an indirect wholly-owned subsidiary of JBS N.V.
•“JBS USA Food Company Holdings” refers to JBS USA Food Company Holdings, a corporation incorporated under the laws of the State of Delaware. JBS USA Food Company was merged into JBS USA Food Company Holdings on November 20, 2025, with JBS USA Food Company Holdings as the surviving entity. JBS USA Food Company Holdings is an indirect wholly-owned subsidiary of JBS N.V.
•“JBS USA Food Company” refers to JBS USA Food Company, a corporation incorporated under the laws of the State of Delaware, which was merged into JBS USA Food Company Holdings on November 20, 2025, with JBS USA Food Company Holdings as the surviving entity.
• “JBS USA Foods Group Holdings” refers to JBS USA Foods Group Holdings, Inc., a corporation incorporated under the laws of the State of Delaware. JBS USA Foods Group Holdings is an indirect wholly-owned subsidiary of JBS N.V. “Luxembourg” means the Grand Duchy of Luxembourg. “Mexico” means the United Mexican States. “the Netherlands” means the European part of the Kingdom of the Netherlands. “PPC” refers to Pilgrim’s Pride Corporation, a Delaware corporation. JBS N.V. beneficially owns approximately 82% of PPC’s outstanding common stock.
•“Seara” means Seara Alimentos Ltda., a Brazilian limited liability company (sociedade limitada). Seara and its subsidiaries produce poultry, pork and processed foods in Brazil. Seara is an indirect wholly-owned subsidiary of JBS N.V.
•“SEC” means the United States Securities and Exchange Commission.
•“Securities Act” means the United States Securities Act of 1933, as amended.
•“U.K.” or “United Kingdom” means the United Kingdom of Great Britain and Northern Ireland.
•“ultimate controlling shareholders” means Messrs. Joesley Mendonça Batista and Wesley Mendonça Batista.
•“U.S.” or “United States” means the United States of America.
•“U.S. dollars,” “US$” or “$” means U.S. dollars, the official currency of the United States.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report includes statements reflecting assumptions, expectations, intentions or beliefs about future events that are intended as “forward-looking statements” as defined under the Private Securities Litigation Reform Act of 1995. All statements included in this Quarterly Report, other than statements of historical fact, that address activities, events or developments that we or our management expect, believe or anticipate will or may occur in the future are forward-looking statements. These statements represent our reasonable judgment on the future based on various factors and using numerous assumptions and are subject to known and unknown risks, uncertainties and other factors that could cause our actual results and financial position to differ materially from those contemplated by the statements. You can identify these statements by the fact that they do not relate strictly to historical or current facts. They use words such as “anticipate,” “estimate,” “project,” “forecast,” “plan,” “may,” “will,” “should,” “could,” “expect” and other words of similar meaning. In particular, these include, but are not limited to, statements of our current views and estimates of future economic circumstances, industry conditions in domestic and international markets and our performance and financial results.
Among the factors that may cause actual results and events to differ from the anticipated results and expectations expressed in such forward-looking statements are the following:
•the risk of outbreak of animal diseases, more stringent trade barriers in key export markets and increased regulation of food safety and security;
•product contamination or recall concerns;
•fluctuations in the prices of live cattle, hogs, chicken, corn and soymeal;
•fluctuations in the selling prices of beef, pork and chicken products;
•developments in, or changes to, the laws, regulations and governmental policies governing our business and products or failure to comply with them, including environmental and sanitary liabilities;
•currency exchange rate fluctuations, trade barriers, exchange controls, political risk and other risks associated with export and foreign operations;
•changes in international trade regulations;
•our strategic direction and future operation;
•deterioration of economic conditions globally and more specifically in the principal markets in which we operate;
•our ability to implement our business plan, including our ability to arrange financing when required and on reasonable terms and the implementation of our financing strategy and capital expenditure plan;
•the successful integration or implementation of mergers and acquisitions, joint ventures, strategic alliances or divestiture plans;
•the competitive nature of the industry in which we operate and the consolidation of our customers;
•customer demands and preferences;
•our level of indebtedness;
•adverse weather conditions in our areas of operations;
•continued access to a stable workforce and favorable labor relations with employees;
•our dependence on key members of our management;
•the interests of our ultimate controlling shareholders;
•reputational risk in connection with U.S. and Brazilian civil and criminal actions and investigations involving our ultimate controlling shareholders, and the outcome of these actions;
•economic instability in Brazil and a resulting reduction in market confidence in the Brazilian economy;
•political crises in Brazil;
•the declaration or payment of dividends or interest attributable to shareholders’ equity;
•the ongoing war between Russia and Ukraine and the ongoing conflict involving Israel, the United States and Iran in the Middle East, including higher prices for commodities, such as food products, ingredients and energy products, increasing inflation in some countries, and disrupted trade and supply chains as a result of disruptions caused by these conflicts;
•unfavorable outcomes in legal and regulatory proceedings and government investigations that we are, or may become, a party to;
•other risks described discussed under the heading “Item 3. Key Information—D. Risk Factors” in our Form 20-F and other issues discussed herein;
•other factors or trends affecting our financial condition, liquidity or results of operations; and
•other statements contained in this Quarterly Report regarding matters that are not historical facts.
In addition, there may be other factors and uncertainties, many of which are beyond our control, that could cause our actual results and events to be materially different from the results referenced in the forward-looking statements. Many of these factors will be important in determining our actual future results. Consequently, any or all of our forward-looking statements may turn out to be inaccurate.
We caution investors not to place undue reliance on any forward-looking statements, which speak only as of the date made. Except as required by law, we undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.
All forward-looking statements contained in this Quarterly Report are qualified in their entirety by this cautionary statement.
Part I - Financial Information
Item 1. Financial Statements
Statements of financial position
In thousands of United States dollar - US$
| | | | | | | | | | | | | | | | | |
| Note | | (Unaudited) June 30, 2026 | | December 31, 2025 |
| ASSETS | | | | | |
| CURRENT ASSETS | | | | | |
| Cash and cash equivalents | 3 | | 3,469,120 | | | 4,565,136 | |
| Margin cash | 3 | | 168,301 | | | 159,562 | |
| Trade accounts receivable | 4 | | 3,555,443 | | | 4,231,924 | |
| Dividends receivable | | | — | | | 1,465 | |
| Inventories | 5 | | 6,996,200 | | | 6,107,165 | |
| Biological assets | 6 | | 1,810,275 | | | 1,826,766 | |
| Recoverable taxes | 7 | | 1,088,854 | | | 957,211 | |
| Derivative assets | 25 | | 118,170 | | | 155,602 | |
| Other current assets | | | 550,408 | | | 433,372 | |
| TOTAL CURRENT ASSETS | | | 17,756,771 | | | 18,438,203 | |
| | | | | |
| NON-CURRENT ASSETS | | | | | |
| Long-term investments | 3 | | 50,949 | | | 45,780 | |
| Recoverable taxes | 7 | | 2,085,715 | | | 1,874,572 | |
| Biological assets | 6 | | 660,066 | | | 611,799 | |
| Related party receivables | 8 | | 32,709 | | | 41,231 | |
| Deferred income taxes | 9 | | 656,067 | | | 547,014 | |
| Other non-current assets | | | 563,888 | | | 488,803 | |
| Investments in equity-accounted investees | 10 | | 225,663 | | | 171,612 | |
| Property, plant and equipment | 11 | | 14,415,997 | | | 13,645,658 | |
| Right of use assets | 12.1 | | 1,621,847 | | | 1,613,647 | |
| Intangible assets | 13 | | 1,784,787 | | | 1,825,592 | |
| Goodwill | 14 | | 5,983,917 | | | 5,852,575 | |
| | | | | |
| TOTAL NON-CURRENT ASSETS | | | 28,081,605 | | | 26,718,283 | |
| | | | | |
| TOTAL ASSETS | | | 45,838,376 | | | 45,156,486 | |
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial information.
Statements of financial position
In thousands of United States dollar - US$
| | | | | | | | | | | | | | | | | |
| Note | | (Unaudited) June 30, 2026 | | December 31, 2025 |
| LIABILITIES AND EQUITY | | | | | |
| CURRENT LIABILITIES | | | | | |
| Trade accounts payable | 15 | | 5,851,662 | | | 6,198,100 | |
| Supply chain finance | 15 | | 1,195,548 | | | 1,134,459 | |
| Loans and financing | 16 | | 1,334,897 | | | 833,085 | |
| Income taxes | 17 | | 122,923 | | | 288,030 | |
| Other taxes payable | 17 | | 187,613 | | | 152,959 | |
| Payroll and social charges | 18 | | 1,378,331 | | | 1,560,159 | |
| Lease liabilities | 12.2 | | 368,699 | | | 354,887 | |
| Dividends payable | | | 117 | | | — | |
| Provisions for legal proceedings | 19 | | 220,431 | | | 159,217 | |
| Derivative liabilities | 25 | | 116,808 | | | 156,405 | |
| Other current liabilities | | | 805,586 | | | 704,509 | |
| TOTAL CURRENT LIABILITIES | | | 11,582,615 | | | 11,541,810 | |
| | | | | |
| NON-CURRENT LIABILITIES | | | | | |
| Loans and financing | 16 | | 21,315,792 | | | 20,257,483 | |
| Income and other taxes payable | 17 | | 424,436 | | | 407,727 | |
| Payroll and social charges | 18 | | 337,805 | | | 288,065 | |
| Lease liabilities | 12.2 | | 1,425,518 | | | 1,412,398 | |
| Deferred income taxes | 9 | | 1,175,082 | | | 1,169,300 | |
| Provisions for legal proceedings | 19 | | 223,544 | | | 209,358 | |
| Related party payables | 8 | | 142,536 | | | 190,998 | |
| Derivative liabilities | 25 | | 101,901 | | | 114,376 | |
| Other non-current liabilities | | | 50,086 | | | 42,180 | |
| TOTAL NON-CURRENT LIABILITIES | | | 25,196,700 | | | 24,091,885 | |
| | | | | |
| EQUITY | 20 | | | | |
| Share capital - common shares | | | 41,560 | | | 35,114 | |
| Reserves | | | 8,064,257 | | | 6,582,694 | |
| Undistributed results | | | 118,485 | | | 2,085,772 | |
| Attributable to company shareholders | | | 8,224,302 | | | 8,703,580 | |
| Attributable to non-controlling interest | | | 834,759 | | | 819,211 | |
| TOTAL EQUITY | | | 9,059,061 | | | 9,522,791 | |
| TOTAL LIABILITIES AND EQUITY | | | 45,838,376 | | | 45,156,486 | |
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial information.
Statements of income for the six-month period ended June 30, 2026 and 2025
In thousands of United States dollar - US$
(Unaudited)
| | | | | | | | | | | | | | | | | |
| | | Six-month period ended June 30, |
| Note | | 2026 | | 2025 |
| | | | | |
| NET REVENUE | 21 | | 45,508,205 | | | 40,524,176 | |
| Cost of sales | 24 | | (40,595,716) | | | (35,067,104) | |
| GROSS PROFIT | | | 4,912,489 | | | 5,457,072 | |
| | | | | |
| Selling expenses | 24 | | (2,713,527) | | | (2,394,637) | |
| General and administrative expenses | 24 | | (1,143,749) | | | (1,078,711) | |
| Other income | 24.1 | | 69,811 | | | 48,070 | |
| Other expenses | 24.1 | | (43,428) | | | (43,799) | |
| NET OPERATING EXPENSES | | | (3,830,893) | | | (3,469,077) | |
| | | | | |
| OPERATING PROFIT | | | 1,081,596 | | | 1,987,995 | |
| | | | | |
| Finance income | 22 | | 307,828 | | | 305,097 | |
| Finance expense | 22 | | (1,317,609) | | | (873,047) | |
| NET FINANCE EXPENSE | | | (1,009,781) | | | (567,950) | |
| | | | | |
| Share of profit of equity-accounted investees, net of tax | 10 | | 14,794 | | | 10,556 | |
| | | | | |
| PROFIT BEFORE TAXES | | | 86,609 | | | 1,430,601 | |
| | | | | |
| Current income taxes | 9 | | (51,871) | | | (390,457) | |
| Deferred income taxes | 9 | | 110,677 | | | 110,504 | |
| TOTAL INCOME TAXES | | | 58,806 | | | (279,953) | |
| NET INCOME | | | 145,415 | | | 1,150,648 | |
| | | | | |
| ATTRIBUTABLE TO: | | | | | |
| Company shareholders | | | 118,485 | | | 1,028,303 | |
| Non-controlling interest | | | 26,930 | | | 122,345 | |
| | | 145,415 | | | 1,150,648 | |
| | | | | |
| Basic earnings per share - common shares (US$) | | | 0.11 | | | 0.93 | |
| Diluted earnings per share - common shares (US$) | | | 0.11 | | | 0.93 | |
The accompanying notes are an integral part of these condensed interim financial statements.
Statements of income for the three-month period ended June 30, 2026 and 2025
In thousands of United States dollar - US$
(Unaudited)
| | | | | | | | | | | | | | | | | |
| | | Three-month period ended June 30, |
| Note | | 2026 | | 2025 |
| | | | | |
| NET REVENUE | 21 | | 23,899,580 | | | 20,997,656 | |
| Cost of sales | 24 | | (21,311,679) | | | (18,165,135) | |
| GROSS PROFIT | | | 2,587,901 | | | 2,832,521 | |
| | | | | |
| Selling expenses | 24 | | (1,410,981) | | | (1,207,040) | |
| General and administrative expenses | 24 | | (588,125) | | | (522,284) | |
| Other income | 24.1 | | 28,127 | | | 17,725 | |
| Other expenses | 24.1 | | (19,813) | | | (15,842) | |
| NET OPERATING EXPENSES | | | (1,990,792) | | | (1,727,441) | |
| | | | | |
| OPERATING PROFIT | | | 597,109 | | | 1,105,080 | |
| | | | | |
| Finance income | 22 | | 135,651 | | | 69,437 | |
| Finance expense | 22 | | (831,223) | | | (445,841) | |
| NET FINANCE EXPENSE | | | (695,572) | | | (376,404) | |
| | | | | |
| Share of profit of equity-accounted investees, net of tax | 10 | | (123,621) | | | 7,821 | |
| | | | | |
| PROFIT (LOSS) BEFORE TAXES | | | (222,084) | | | 736,497 | |
| | | | | |
| Current income taxes | 9 | | (18,101) | | | (165,666) | |
| Deferred income taxes | 9 | | 144,010 | | | 23,483 | |
| TOTAL INCOME TAXES | | | 125,909 | | | (142,183) | |
| NET INCOME (LOSS) | | | (96,175) | | | 594,314 | |
| | | | | |
| ATTRIBUTABLE TO: | | | | | |
| Company shareholders | | | (102,109) | | | 528,079 | |
| Non-controlling interest | | | 5,934 | | | 66,235 | |
| | | (96,175) | | | 594,314 | |
| | | | | |
| Basic earnings (loss) per share - common shares (US$) | | | (0.10) | | | 0.48 | |
| Diluted earnings (loss) per share - common shares (US$) | | | (0.09) | | | 0.48 | |
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial information.
Statements of comprehensive income for the six-month period ended June 30, 2026 and 2025
In thousands of United States dollar - US$
(Unaudited)
| | | | | | | | | | | | | | |
| | Six-month period ended June 30, |
| | 2026 | | 2025 |
| | | | |
| Net income | | 145,415 | | | 1,150,648 | |
| | | | |
| Other comprehensive income | | | | |
| Items that are or may be subsequently reclassified to statement of income: | | | | |
| Gain on foreign currency translation adjustments | | 329,929 | | | 967,248 | |
| Gain (loss) on cash flow hedge | | 2,007 | | | (38) | |
| Deferred income tax on gain (loss) on cash flow hedge | | 815 | | | (53) | |
| Other fair value adjustments through other comprehensive income | | — | | | (35) | |
| Items that will not be subsequently reclassified to statement of income: | | | | |
| Gain (loss) associated with pension and other postretirement benefit obligations | | (1,013) | | | 406 | |
| Income tax on gain associated with pension and other postretirement benefit obligations | | 317 | | | 53 | |
| Total other comprehensive income | | 332,055 | | | 967,581 | |
| | | | |
| Comprehensive Income | | 477,470 | | | 2,118,229 | |
| | | | |
| Total comprehensive income (loss) attributable to: | | | | |
| Company shareholders | | 461,019 | | | 2,140,345 | |
| Non-controlling interest | | 16,451 | | | (22,116) | |
| | 477,470 | | | 2,118,229 | |
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial information.
Statements of comprehensive income for the three-month period ended June 30, 2026 and 2025
In thousands of United States dollar - US$
(Unaudited)
| | | | | | | | | | | | | | |
| | Three-month period ended June 30, |
| | 2026 | | 2025 |
| | | | |
| Net income (loss) | | (96,175) | | | 594,314 | |
| | | | |
| Other comprehensive income | | | | |
| Items that are or may be subsequently reclassified to statement of income: | | | | |
| Gain on foreign currency translation adjustments | | 19,571 | | | 389,569 | |
| Gain (loss) on cash flow hedge | | 1,698 | | | (414) | |
| Deferred income tax on gain on cash flow hedge | | 433 | | | 41 | |
| Other fair value adjustments through other comprehensive income | | — | | | (10) | |
| Items that will not be subsequently reclassified to statement of income: | | | | |
| Loss associated with pension and other postretirement benefit obligations | | (36) | | | 900 | |
| Income tax on gain (loss) associated with pension and other postretirement benefit obligations | | 61 | | | 69 | |
| Total other comprehensive income | | 21,727 | | | 390,155 | |
| | | | |
| Comprehensive Income (loss) | | (74,448) | | | 984,469 | |
| | | | |
| Total comprehensive income (loss) attributable to: | | | | |
| Company shareholders | | (81,503) | | | 939,430 | |
| Non-controlling interest | | 7,055 | | | 45,039 | |
| | (74,448) | | | 984,469 | |
The accompanying notes are an integral part of these condensed interim financial statements.
Statements of changes in equity for the six-month period ended June 30, 2026 and 2025
In thousands of United States dollar - US$
(Unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Share capital | | Share premium | | Premium on issue of shares | | Capital transactions | | Stock options | | Other reserves | | Reserve for own shares | | Legal | | Investments statutory | | Tax-incentive reserve | | Other comprehensive income | | Cumulative Translation Adjustment | | Undistributed results | | Total | | Non-controlling interest | | Total equity |
| BALANCE ON JANUARY 1, 2025 | | 13,177,841 | | | — | | | 36,321 | | | (227,052) | | | 10,145 | | | (37,470) | | | — | | | 691,999 | | | 2,070,113 | | | 1,449,832 | | | 67,583 | | | (10,144,847) | | | — | | | 7,094,465 | | | 1,039,899 | | | 8,134,364 | |
| Net income | | — | | — | | — | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | 500,224 | | | 500,224 | | | 56,110 | | | 556,334 | |
| Gain (loss) on foreign currency translation adjustments | | — | | — | | — | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | 574,457 | | | — | | | 574,457 | | | (123,164) | | | 451,293 | |
| Gain on net investment in foreign operations | | — | | — | | — | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | 126,386 | | | — | | | 126,386 | | | — | | | 126,386 | |
| Gain on cash flow hedge, net of tax | | — | | — | | — | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | 282 | | | — | | | — | | | 282 | | | — | | | 282 | |
| Loss associated with pension and other post-retirement benefit obligations, net of tax | | — | | — | | — | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | (409) | | | — | | | — | | | (409) | | | (101) | | | (510) | |
| Other fair value adjustments through other comprehensive income | | — | | — | | — | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | (25) | | | — | | | — | | | (25) | | | — | | | (25) | |
| Total comprehensive income | | — | | — | | — | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | (152) | | | 700,843 | | | 500,224 | | | 1,200,915 | | | (67,155) | | | 1,133,760 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Share-based compensation | | — | | — | | — | | 5,782 | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | 5,782 | | | 1,219 | | | 7,001 | |
| Realization of other reserves | | — | | — | | — | | — | | | — | | | (374) | | | — | | | — | | | — | | | — | | | — | | | — | | | 373 | | | (1) | | | — | | | (1) | |
| Distribution of interim dividends | | — | | — | | — | | — | | | — | | | — | | | — | | | — | | | (759,018) | | | — | | | — | | | — | | | — | | | (759,018) | | | — | | | (759,018) | |
| Dividends to non-controlling interest | | — | | — | | — | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | (260,331) | | | (260,331) | |
| Others | | — | | — | | — | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | 285 | | | 285 | |
| JBS S.A. - Corporate Restructuring Implemented on May 23rd | | (13,142,337) | | | 1,899,391 | | | (36,321) | | | 216,947 | | | (10,145) | | | 37,844 | | | (6,544) | | | (691,999) | | | (1,311,095) | | | (1,449,832) | | | 159 | | | 8,947,969 | | | 61,066 | | | (5,484,897) | | | 67,255 | | | (5,417,642) | |
| JBS N.V. | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Net income | | — | | — | | — | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | 528,079 | | | 528,079 | | | 66,235 | | | 594,314 | |
| Loss on cash flow hedge, net of tax | | — | | — | | — | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | (373) | | | — | | | — | | | (373) | | | — | | | (373) | |
| Gain associated with pension and other post-retirement benefit obligations, net of tax | | — | | — | | — | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | 969 | | | — | | | — | | | 969 | | | — | | | 969 | |
| Foreign exchange variation in subsidiaries | | — | | — | | — | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | (21,186) | | | (21,186) | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Cumulative translation adjustment and foreign exchange variation in subsidiaries | | — | | — | | — | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | 410,755 | | | — | | | 410,755 | | | — | | | 410,755 | |
| Other fair value adjustments through other comprehensive income | | — | | — | | — | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | (10) | | | (10) | |
| Total comprehensive income | | — | | — | | — | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | 596 | | | 410,755 | | | 528,079 | | | 939,430 | | | 45,039 | | | 984,469 | |
| Cancellation of shares | | (390) | | 390 | | — | | — | | — | | — | | — | | — | | — | | — | | — | | | | — | | — | | — | | — |
| Common share contribution | | — | | 1,808,187 | | — | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | 1,808,187 | | | — | | | 1,808,187 | |
| Incorporation of shares | | — | | 3,995,860 | | — | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | 3,995,860 | | | — | | | 3,995,860 | |
| Repurchase of shares | | — | | 192 | | — | | — | | | — | | | — | | | (192) | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | |
| Share premium distribution | | — | | (387,004) | | — | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | (387,004) | | | — | | | (387,004) | |
| Listing costs | | — | | — | | — | | 6,119 | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | 6,119 | | | — | | | 6,119 | |
| Reflexive capital transaction | | — | | — | | — | | 282 | | | — | | | — | | | | | — | | | — | | | — | | | — | | | — | | | — | | | 282 | | | 1,222 | | | 1,504 | |
| Transfer of treasury shares | | — | | (6,156) | | — | | — | | | — | | | — | | | 6,156 | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | |
| Dividends to non-controlling interests | | — | | — | | — | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | (1,386) | | | (1,386) | |
| Others | | — | | — | | — | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | 226 | | | 226 | |
| BALANCE ON JUNE 30, 2025 | | 35,114 | | | 7,310,860 | | | — | | | 2,078 | | | — | | | — | | | (580) | | | — | | | — | | | — | | | 68,186 | | | (85,280) | | | 1,089,742 | | | 8,420,120 | | | 826,273 | | | 9,246,393 | |
Statements of changes in equity for the six-month period ended June 30, 2026 and 2025
In thousands of United States dollar - US$
(Unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Share capital | | Share premium | | | | Capital transactions | | | | | | Reserve for own shares | | | | Other reserves | | | | Other comprehensive income | | Cumulative translation adjustment | | Undistributed results | | Total | | Non-controlling interest | | Total equity |
| BALANCE ON JANUARY 1, 2026 | | 35,114 | | | 7,310,818 | | | | | (68,076) | | | | | | | (598,423) | | | | | — | | | | | 63,472 | | | (125,097) | | | 2,085,772 | | | 8,703,580 | | | 819,211 | | | 9,522,791 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Net income | | — | | — | | | | — | | | | | | | — | | | | | — | | | | | — | | | — | | | 118,485 | | | 118,485 | | | 26,930 | | | 145,415 | |
| Gain on cash flow hedge, net of tax | | — | | | — | | | | | — | | | | | | | — | | | | | — | | | | | 2,745 | | | — | | | — | | | 2,745 | | | 77 | | | 2,822 | |
| Loss associated with pension and other postretirement benefit obligations, net of tax | | — | | | — | | | | | — | | | | | | | — | | | | | — | | | | | (524) | | | — | | | — | | | (524) | | | (172) | | | (696) | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Gain (loss) on foreign currency translation adjustments | | — | | | — | | | | | — | | | | | | | — | | | | | — | | | | | (250) | | | 340,563 | | | — | | | 340,313 | | | (10,384) | | | 329,929 | |
| Total comprehensive income | | — | | | — | | | | | — | | | | | | | — | | | | | — | | | | | 1,971 | | | 340,563 | | | 118,485 | | | 461,019 | | — | | 16,451 | | | 477,470 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Allocation of results to Investments Statutory | | — | | | — | | | | | — | | | | | | | — | | | | | 2,085,772 | | | | | — | | | — | | | (2,085,772) | | | — | | | — | | | — | |
| Capital increase - JBS Participações | | 6,446 | | | (6,446) | | | | | — | | | | | | | — | | | | | — | | | | | — | | | — | | | — | | | — | | | — | | | — | |
| Disposal of treasury shares | | — | | | — | | | | | — | | | | | | | 1,234 | | | | | — | | | | | — | | | — | | | — | | | 1,234 | | | — | | | 1,234 | |
| Share-based payments | | — | | | — | | | | | 28,349 | | | | | | | 52,261 | | | | | — | | | | | — | | | — | | | — | | | 80,610 | | | 2,016 | | | 82,626 | |
| Dividends declared | | — | | | — | | | | | — | | | | | | | — | | | | | (1,070,877) | | | | | — | | | — | | | — | | | (1,070,877) | | | — | | | (1,070,877) | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Capital transaction | | — | | | — | | | | | 51,504 | | | | | | | — | | | | | — | | | | | — | | | — | | | — | | | 51,504 | | | — | | | 51,504 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Dividends to non-controlling interests | | — | | | — | | | | | — | | | | | | | — | | | | | — | | | | | — | | | — | | | — | | | — | | | (2,919) | | | (2,919) | |
| Others | | — | | | — | | | | | (2,768) | | | | | | | — | | | | | — | | | | | — | | | — | | | — | | | (2,768) | | | — | | | (2,768) | |
| BALANCE ON JUNE 30, 2026 | | 41,560 | | | 7,304,372 | | | | | 9,009 | | | | | | | (544,928) | | | | | 1,014,895 | | | | | 65,443 | | | 215,466 | | | 118,485 | | | 8,224,302 | | | 834,759 | | | 9,059,061 | |
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial information.
Statements of cash flow for the six-month period ended June 30, 2026 and 2025
In thousands of United States dollar - US$
(Unaudited)
| | | | | | | | | | | | | | | | | |
| | | Six-month period ended June 30, |
| Notes | | 2026 | | 2025 |
| Cash flows from operating activities | | | | | |
| Net income | | | 145,415 | | | 1,150,648 | |
| Adjustments for: | | | | | |
| Depreciation and amortization | 6, 11, 12 and 13 | | 1,256,587 | | | 1,100,838 | |
| Expected credit losses | 4 | | 4,959 | | | 13,258 | |
| Share of loss of equity-accounted investees | 10 | | (14,794) | | | (10,556) | |
| Gain on sales of assets | | | (13,261) | | | (8,880) | |
| Tax expense | 9 | | (58,806) | | | 279,954 | |
| Net finance expense | 22 | | 1,009,781 | | | 567,950 | |
| Share-based compensation | | | 25,762 | | | 14,116 | |
| Provisions for legal proceedings | | | 72,988 | | | 15,565 | |
| Impairment of property, plant and equipment | | | 22,624 | | | 13,613 | |
| Net realizable value inventory adjustments | 5 | | 31,995 | | | 20,419 | |
| | | | | |
| DOJ (Department of Justice) and antitrust agreements | 24 | | 157,375 | | | 133,638 | |
| Fair value adjustment of biological assets | 6 | | 71,538 | | | (86,487) | |
| Provision for avian influenza | | | — | | | 5,612 | |
| | | 2,712,163 | | | 3,209,688 | |
| Changes in assets and liabilities: | | | | | |
| Trade accounts receivable | | | 683,555 | | | 160,085 | |
| Inventories | | | (824,622) | | | (955,245) | |
| Recoverable taxes | | | (19,460) | | | 93,786 | |
| Other current and non-current assets | | | (88,222) | | | (362,166) | |
| Biological assets | | | (415,776) | | | (398,066) | |
| Trade accounts payable and supply chain finance | | | (437,706) | | | (575,413) | |
| Taxes paid in installments | | | (23,039) | | | (51,896) | |
| Other current and non-current liabilities | | | (294,141) | | | 179,416 | |
| DOJ and Antitrust agreements payment/reimbursement | | | (98,767) | | | (261,212) | |
| Income taxes paid | | | (400,299) | | | (550,897) | |
| Changes in operating assets and liabilities | | | (1,918,477) | | | (2,721,608) | |
| | | | | |
| Cash from operating activities | | | 793,686 | | | 488,080 | |
| | | | | |
| Interest paid | | | (810,814) | | | (604,927) | |
| Interest received | | | 79,886 | | | 73,699 | |
| | | | | |
| Net cash flows used in operating activities | | | 62,758 | | | (43,148) | |
| | | | | |
| Cash flow from investing activities | | | | | |
| Purchases of property, plant and equipment | | | (1,178,902) | | | (714,122) | |
| Dividends received | | | 229 | | | 4,124 | |
| Purchase and disposals of intangible assets | | | (7,194) | | | (2,554) | |
| Additions (disposals) to investments in joint ventures | | | 26,352 | | | (165,271) | |
| Related party transactions | | | (16,750) | | | 4,650 | |
| Proceeds from sale of property, plant and equipment | | | 48,109 | | | 35,615 | |
| Cash used in investing activities | | | (1,128,156) | | | (837,558) | |
| | | | | |
| Cash flow from financing activities | | | | | |
| | | | | | | | | | | | | | | | | |
| Proceeds from loans and financings | | | 3,865,514 | | | 4,494,204 | |
| Payments of loans and financings | | | (2,700,661) | | | (4,676,359) | |
| Derivatives instruments received (settled) | | | (6,483) | | | (52,863) | |
| Margin cash | | | (35,429) | | | (44,400) | |
| Dividends paid | | | (1,039,099) | | | (1,573,855) | |
| Dividends paid to non-controlling interest | | | (2,920) | | | (266,417) | |
| | | | | |
| Disposal of treasury shares | | | 1,234 | | | — | |
| Payments of leasing contracts | | | (220,810) | | | (215,060) | |
| Others | | | (2,768) | | | — | |
| Cash used in financing activities | | | (141,422) | | | (2,334,750) | |
| | | | | |
| Effect of exchange rate changes on cash and cash equivalents | | | 110,804 | | | 120,535 | |
| Net change in cash and cash equivalents | | | (1,096,016) | | | (3,094,921) | |
| Cash and cash equivalents beginning of period | | | 4,565,136 | | | 5,613,672 | |
| Cash and cash equivalents at the end of period | | | 3,469,120 | | | 2,518,751 | |
Non-cash transactions:
| | | | | | | | | | | | | | | | | |
| | | Six-month period ended June 30, |
| Notes | | 2026 | | 2025 |
| Non-cash additions to right of use assets and lease liabilities | 12 | | 206,473 | | | 153,798 | |
| Capitalized interests | 11 | | 24,046 | | | 17,374 | |
| | | | | |
| Closing of the bargaining gain calculation | | | (51,504) | | | |
| | | | | |
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements.
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
1 Background Information
1.1Reporting entity
JBS N.V. (“JBS N.V.” or the “Company”) is a corporation incorporated under the laws of the Netherlands, domiciled in Amsterdam, and the holding entity of the JBS Group. The Company also holds an interest in the Mantiqueira Group, an associate. JBS N.V. and its subsidiaries (the “Group”) operate globally, mainly in the animal protein, prepared foods and related products sectors, while the Mantiqueira Group operates in the production and sale of eggs and related products. The Company is registered as a Foreign Private Issuer with the United States Securities and Exchange Commission (SEC) and as a foreign issuer with the Brazilian Securities and Exchange Commission (CVM), with its Class A common shares listed on the New York Stock Exchange (NYSE) under the ticker symbol “JBS” and its Level II Brazilian Depositary Receipts (BDRs) traded on B3 under the code “JBSS32”. These unaudited condensed consolidated interim financial statements comprise JBS N.V. and its subsidiaries as of June 30, 2026 and for the three and six-month period ended June 30, 2026 and 2025, and were authorized by the Board of Directors on August 10, 2026.
1.2Main events that occurred during the period:
1.2.1Payment of dividends: On March 25, 2026, the Board of Directors of JBS N.V. approved the payment of a cash dividend of US$1.00 per share, payable to shareholders of record as of the close of trading on May 18, 2026. The dividend was paid on June 17, 2026.
1.2.2Transition to filing SEC Reports as a U.S domestic company: On May 12, 2026, JBS N.V. announced its voluntary transition to file regulatory reports with the U.S. Securities and Exchange Commission (SEC) as a U.S. domestic issuer. This change becomes effective with the Form 10-Q for the period ending June 30, 2026. As a "large accelerated filer," the Company will be subject to accelerated disclosure deadlines, specifically 40 days for quarterly reports (Form 10-Q) and 60 days for annual reports (Form 10-K).
1.2.3Agribusiness Receivables Certificates (CRA): On June 25, 2026, the indirect subsidiary Seara Aliments Ltda., priced and filed with the Brazilian Securities Commission (CVM) an application to register an offering of four series of Agribusiness Receivables Certificates (CRA), guaranteed by JBS S.A. and JBS N.V., with scheduled maturities in 2031, 2031, 2036 and 2046, in an aggregate principal amount of US$102.4 millions. The settlement of the offering occurred on June 30, 2026. The net proceeds from the issuance will be primarily used for the acquisition of raw materials, notably in natura corn, in the ordinary course of business of the Company.
1.2.4Geopolitical tensions in the Middle East: During the quarter ended June 30, 2026, the escalation of geopolitical tensions in the Middle East increased macroeconomic uncertainty and volatility in energy and commodity markets, affecting the Group’s cost structure, primarily in relation to supplies, including packaging materials, transportation and freight, as well as higher costs associated with maritime transportation and the use of alternative routes. During the period, the Group incurred additional costs related to these effects. Management continues to monitor developments in this environment, including potential changes in transportation routes and possible trade restrictions, as well as their potential impacts on the Group’s operations and cost structure.
1.2.5Early Extinguishment of Debt: During the six-month period ended June 30, 2026, as part of its liability management initiatives, the Group completed the early settlement of certain debt instruments. In this context, agreements related to Agribusiness Receivables Certificates (CRA), originally maturing in 2027, 2032, and 2037, as well as Senior Notes originally maturing in 2033 and 2034, were settled before their respective maturity dates. These transactions resulted in the recognition of financial expenses of US$171.6 million, comprising: (i) the write-off of previously capitalized issuance costs that would have been recognized in profit or loss over the original terms of the debt instruments, amounting to US$36.6 million; (ii) premiums paid in connection with the early redemption of the Senior Notes, amounting to US$133.6 million; and (iii) costs incurred in connection with the tender offers, amounting to US$1.4 million.
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
1.3Subsequent events
1.3.1Transfer of CRA debt obligations: On July 21, 2026, the indirect subsidiaries JBS S.A. and Seara Alimentos Ltda. approved the necessary measures to transfer to Seara the obligations arising from the 9th, 10th, and 11th issuances of debentures of JBS S.A., which are linked to the 122nd, 176th, and 204th issuances of Agribusiness Receivables Certificates (CRA), respectively. The Company is awaiting confirmation of the date for the special meeting of CRA holders to approve the Transaction. Upon fulfillment of the conditions and receipt of the approvals provided for in the transaction documents, Seara will become the principal debtor of the aforementioned obligations, while JBS S.A. will remain as a guarantor through a corporate guarantee. Additionally, JBS N.V. will also become a guarantor, subject to approval by the CRA holders.
1.3.2Infrastructure debentures: On July 16, 2026, the indirect subsidiaries JBS S.A. filed with the Brazilian Securities and Exchange Commission (“CVM”) a request for the automatic registration of a public offering of 400,000 simple, non-convertible debentures, guaranteed by JBS N.V., in a single series, corresponding to JBS S.A.’s 12th debenture issuance. The debentures have a unit face value of approximately US$193, totaling approximately US$77.3 million, and are intended exclusively for professional investors. The total net proceeds will be used to reimburse costs already incurred and to fund future investments related to the Campo Verde, Lins, Mafra and JBS Terminais projects.
1.3.3Joint Venture with PT Danantara Investment Management: On August 7, 2026, the indirect subsidiary JBS USA Holding Lux S.à r.l., entered into an agreement with PT Danantara Investment Management (“DIM”), the investment arm of Indonesia’s sovereign wealth fund, to form a joint venture. As part of the transaction, the Group’s Australia and New Zealand businesses will be transferred to a Dutch holding company, in which DIM will hold a 25% interest through a US$2.5 billion investment. Of this amount, US$800 million will be invested at the completion of the transaction, with the remaining amount to be invested within the following three years. The joint venture will pursue investment opportunities in the protein production sector in Indonesia, other Southeast Asian markets, Australia and New Zealand. Completion of the transaction is subject to the satisfaction of certain conditions.
1.3.4JBS N.V. Planned Leadership Transition: On August 10, 2026, JBS N.V. announced that Wesley Batista Filho will become Global CEO of the Company, effective January 2027. The appointment is part of a planned leadership transition and reflects the Company's commitment to thoughtful succession planning. Batista Filho began his career at JBS 15 years ago and has held leadership roles across the Company's global operations, including as CEO of JBS Brazil, President of Seara and, since 2023, CEO of JBS USA. Gilberto Tomazoni will step down after 14 distinguished years with the Company, including eight years as Global CEO. Having led JBS through one of the most transformative periods in its history, Tomazoni will oversee the leadership transition over the next five months before assuming the role of Vice Chairman of the Board and Senior Advisor. He will also continue to serve as Chairman of the Board of Pilgrim’s Pride Corporation (PPC) and will become Chairman of the J&F Institute, an institution dedicated to developing the next generation of business leaders.
1.4Brazilian Tax Reform
There were no significant updates during the six-month period ended June 30, 2026 in relation to the Brazilian Tax Reform matters disclosed in the Group’s annual consolidated financial statements as of December 31, 2025.
1.5Seasonality
The demand for chicken is relatively stable throughout the year in the United States, Europe and Brazil, but there are seasonal variations in the sales volume of certain products at specific times of the year, such as: Christmas, New Year, and Easter. Demand in the United States beef industry is highest in the second and third quarters, due to favorable weather conditions for outdoor activities. In Australia, the beef industry faces a drop in slaughters in the fourth quarter, as the rainy season affects the availability and transport of cattle. In Brazil, beef sales do not fluctuate significantly during the year. The pork industry in the United States and Australia has peaks in demand in the first and fourth quarters, due to the supply of
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
pork and the holidays, which stimulate the consumption of certain pork products, with no significant fluctuation in pork numbers in other locations.
2 Basis of preparation and presentation of financial statements
The unaudited condensed consolidated interim financial information as of June 30, 2026 and 2025 have been prepared in accordance with IAS 34 Interim Financial Reporting, as issued by International Accounting Standards Board (IASB), and should be read in conjunction with the Group´s last annual consolidated financial statements as of and for the year ended December 31, 2025 (“last annual financial statements”). They do not include all the information required for a complete set of financial statements prepared in accordance with IFRS Accounting Standards. However, selected explanatory notes are included to describe events and transactions that are significant to an understanding of the changes in the Group´s financial position and performance since the last annual financial statements.
In preparing these interim financial statements, management has made judgments and estimates about the future that affect the application of the Group's accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.
The significant judgments made by management in applying the Group’s accounting policies and the key sources of estimation uncertainty were the same as those described in the last annual financial statements.
2.1New standards, amendments and interpretations
a.Standards, amendments and interpretations recently issued and adopted by the Group
IFRS 9 and IFRS 7 – Classification, Measurement and Disclosure of Financial Instruments.
Effective January 1, 2026, amendments to IFRS 9 – Financial Instruments and IFRS 7 – Financial Instruments: Disclosures became applicable, clarifying certain requirements related to the recognition, derecognition, classification and disclosure of financial instruments, including financial assets with contingent features and contracts referencing nature-dependent electricity.
The Group is assessing the impacts of adopting these amendments and, to date, no material impacts have been identified on its unaudited condensed consolidated interim financial statements, other than potential enhancements to the required disclosures.
b.New standards, amendments and interpretations that are not yet effective
IFRS 18 - Presentation and Disclosure of Financial Statements.
As disclosed in the Group’s annual consolidated financial statements as of December 31, 2025, IFRS 18 – Presentation and Disclosure of Financial Statements will replace IAS 1 – Presentation of Financial Statements and will be effective for annual reporting periods beginning on or after January 1, 2027.
The Group has started its implementation project and is assessing the expected impacts of IFRS 18 on its consolidated financial statements. Based on the assessment performed to date, IFRS 18 is not expected to affect the recognition or measurement of assets, liabilities, income or expenses. However, the standard is expected to affect the presentation and disclosure of financial information, particularly the structure of the statement of profit or loss, the classification of income and expenses into the new categories, the presentation of newly defined subtotals and the disclosure of management performance measures, when applicable.
The Group will continue to assess the impacts of the new standard and will update its disclosures as the implementation project progresses and the impacts become known or can be reasonably estimated.
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
3 Cash and cash equivalents, margin cash and long-term investments
| | | | | | | | | | | |
| Cash and cash equivalents | June 30, 2026 | | December 31, 2025 |
| Cash on hand and at banks | 1,259,842 | | | 2,557,740 | |
| CDB (bank certificates of deposit) / Overnight investments | 2,146,796 | | | 1,937,761 | |
National Treasury Bill (Tesouro Selic) | 62,482 | | | 69,635 | |
| 3,469,120 | | | 4,565,136 | |
| | | |
| Margin cash | | | |
| CME (Chicago Mercantile Exchange) Margin investments | 75,297 | | | 105,993 | |
| Investments in Treasury Bills | 93,004 | | | 53,569 | |
| 168,301 | | | 159,562 | |
| | | |
| Long-term investments | | | |
| Investment funds | 50,949 | | | 45,780 | |
| 50,949 | | | 45,780 | |
| | | |
| Total | 3,688,370 | | | 4,770,478 | |
4 Trade accounts receivable
| | | | | | | | | | | |
| June 30, 2026 | | December 31, 2025 |
| Current receivables | 2,886,083 | | | 3,560,949 | |
| Overdue receivables: | | | |
| From 1 to 30 days | 516,314 | | | 577,982 | |
| From 31 to 60 days | 67,776 | | | 45,695 | |
| From 61 to 90 days | 27,946 | | | 19,669 | |
| Above 90 days | 137,534 | | | 104,315 | |
| Expected credit losses | (80,210) | | | (76,686) | |
| | | |
| Trade accounts receivable, net | 3,555,443 | | | 4,231,924 | |
The Group maintains agreements with Banco Original (a related party, see Note 8) and other financial institutions for the sale of receivables arising from domestic and export sales. Such transactions are executed on a non-recourse basis, involving the substantial transfer of risks and rewards to the financial institutions.
Changes in expected credit losses:
| | | | | | | | | | | |
| June 30, 2026 | | June 30, 2025 |
| Balance at the beginning of the period | (76,686) | | | (89,060) | |
| Additions | (4,959) | | | (13,258) | |
| Write-offs/Reversals | 956 | | | 8,262 | |
| Exchange rate variation | 479 | | | (7,720) | |
| Balance at the end of the period | (80,210) | | | (101,776) | |
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
5 Inventories
| | | | | | | | | | | |
| June 30, 2026 | | December 31, 2025 |
| Finished products | 4,674,417 | | | 3,859,259 | |
| Work in process | 586,386 | | | 546,473 | |
| Raw materials | 1,019,037 | | | 1,015,266 | |
| Supplies | 716,360 | | | 686,167 | |
| 6,996,200 | | | 6,107,165 | |
During the six-month period ended June 30, 2026 and 2025, the Company recognized adjustments to the net realizable value of inventories, with additions and write-offs recorded in cost of goods sold, in the amounts of US$(31,995) and US$(21,762), respectively.
6 Biological assets
Changes in biological assets:
| | | | | | | | | | | | | | | | | | | | | | | |
| Current | | Non-current |
| June 30, 2026 | | June 30, 2025 | | June 30, 2026 | | June 30, 2025 |
| Balance at the beginning of the period | 1,826,766 | | | 1,608,223 | | | 611,799 | | | 518,234 | |
| Increase by reproduction (born) and cost absorption including death | 5,812,732 | | | 5,129,844 | | | 810,206 | | | 714,114 | |
| Reduction for slaughter, sale or consumption | (6,555,935) | | | (5,790,340) | | | (40,320) | | | (31,615) | |
| Purchases | 232,908 | | | 249,404 | | | 156,187 | | | 126,659 | |
| Fair value adjustments | (71,538) | | | 86,470 | | | — | | | (17) | |
| Reclassification from non-current to current | 523,551 | | | 462,293 | | | (523,551) | | | (462,293) | |
| Exchange rate variation | 41,791 | | | 88,292 | | | 11,956 | | | 27,788 | |
| Amortization | — | | | — | | | (366,211) | | | (309,105) | |
| Balance at the end of the period | 1,810,275 | | | 1,834,186 | | | 660,066 | | | 583,765 | |
7 Recoverable taxes
| | | | | | | | | | | |
| June 30, 2026 | | December 31, 2025 |
| Value-added tax on sales and services - ICMS/IVA/VAT/GST | 778,833 | | | 732,866 | |
| Social contribution on billings - PIS and COFINS | 395,452 | | | 380,218 | |
| Withholding income tax - IRRF/IRPJ | 1,964,487 | | | 1,683,298 | |
| Excise tax - IPI | 18,644 | | | 16,950 | |
| Reintegra | 5,516 | | | 5,180 | |
| Other | 11,637 | | | 13,271 | |
| 3,174,569 | | | 2,831,783 | |
| Current | 1,088,854 | | | 957,211 | |
| Non-current | 2,085,715 | | | 1,874,572 | |
| 3,174,569 | | | 2,831,783 | |
8 Related party transactions
The main balances and transactions between related parties are presented and described below. Amounts charged include borrowing costs, interest and management fees, when applicable.
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
Related party (payables) and receivables
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | Balance sheet position | | Statements of income effect |
| Reimbursement of administrative and funding cost | | June 30, 2026 | | December 31, 2025 | | June 30, 2026 | | June 30, 2025 |
Laguz I Fundo de Investimento (1) | Selic | | (137,551) | | | (147,123) | | | (10,179) | | | — | |
J&F (2) | IPCA | | (4,985) | | | (43,876) | | | (6,410) | | | 2,734 | |
| Flora Produtos de Higiene e Limpeza S.A. | CDI | | 32,709 | | | 41,231 | | | 2,013 | | | — | |
| | | (109,827) | | | (149,768) | | | (14,576) | | | 2,734 | |
(1)In May 2025, the indirect subsidiary JBS S.A. acquired tax credit rights from the related party Laguz I Fundo de Investimento through an agreement providing for 23 installments, with final maturity in April 2028. These tax credits originate from a judicial claim related to the export credit premium incentive. The case has already been definitively settled in favor of the taxpayer, and is currently in the final stage of assessment and confirmation of the credit balance. The credit rights were acquired at an approximate discount of 35%, and the credits will be used to offset JBS S.A.'s tax obligations once the case is finalized and the use of the credits is authorized by the relevant regulatory authorities. The credits have been recorded under “Other non-current assets” in the financial statements.
(2)The net balance payable to J&F S.A. refers to: (i) US$87,468 receivable, arising from the settlement agreement entered into between JBS S.A., J&F S.A., and certain former executives of the Company, which resulted in the definitive termination of the dispute addressed in arbitration proceeding, under which J&F S.A. committed to settle the amount in accordance with the terms and conditions set forth in the agreement; and (ii) US$92,453 payable, related to the purchase of the Araputanga Plant, to be settled in 11 installments, with final maturity in May 2027.
Other financial transactions with related parties
The Group entered into an agreement with Banco Original, under which Banco Original acquires receivables held against certain domestic and international customers. The assignments are negotiated without recourse, through the definitive transfer of risks and benefits of the receivables to Banco Original. On June 30, 2026, the Group had US$921,096 (US$764,183 as of December 31, 2025) in assigned receivables. For the six-month period ended June 30, 2026, the Group recorded financial costs related to this operation in the amount of US$67,815 (US$50,224 for the six-month period ended June 30, 2025), which were recorded in the financial statements as financial expenses.
On June 30, 2026, the indirect subsidiary JBS S.A. and some of its subsidiaries held balances with Banco Original totaling US$1,382,127 (US$454,781 on December 31, 2025), recorded under cash and cash equivalents. Financial investments, including CDBs (Bank Deposit Certificates) and similar instruments, yield returns equivalent to the CDI (Interbank Deposit Certificate) according to the specified term and investment amount. For the six-month period ended June 30, 2026, interest earned from these investments amounted to US$17,260 (US$14,358 for the six-month period ended June 30, 2025), recorded in the financial statements as financial income.
The indirect subsidiary JBS S.A. has cattle purchase commitments for future delivery with certain suppliers, including the related party JBJ Agropecuária (“JBJ”), ensuring the acquisition of cattle at a fixed or adjustable price, without any cash effect on the Company until these commitments mature. Under this forward delivery contract, JBJ has already advanced financing through banks in a reverse factoring arrangement. On June 30, 2026 the balance of this transaction was US$185,102 (US$115,804 on December 31, 2025).
The Company maintains recurring commercial relationships with Flora Produtos de Higiene e Limpeza S.A., involving commitments for the sale of raw materials, with tallow being the principal commodity sold. Transactions are conducted on arm’s-length terms and are individually formalized through purchase orders.
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
The indirect subsidiary JBS S.A. also engages in bovine by-product purchasing operations for rendering activities with Prima Foods S.A.
No expense for expected credit losses relating to related-party transactions were recorded during the period.
Remuneration of key management
Key management personnel consist of the members of the Board of Directors and the Company's executive officers. Members of the Board of Directors are appointed by contract and have a formal relationship with the Company, but are not entitled to typical corporate benefits associated with an employment relationship. The Company’s executive officers maintain an employment relationship through labor contracts entered into in accordance with the applicable legislation in each country.
The aggregate amount of compensation received by the Company’s key management during the six-month period ended June 30, 2026 and 2025 was:
| | | | | | | | | | | |
| 2026 | | 2025 |
| Salaries and wages | 2,787 | | | 4,079 | |
| Variable cash and stock-based compensation | 16,959 | | | 20,095 | |
| 19,746 | | | 24,174 | |
9 Income taxes
a.Composition of deferred tax income and social contribution
| | | | | | | | | | | |
| June 30, 2026 | | December 31, 2025 |
| Deferred income tax assets | 656,067 | | | 547,014 | |
| Deferred income tax liabilities | (1,175,082) | | | (1,169,300) | |
| (519,015) | | | (622,286) | |
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Balance at January 1, 2026 | | Income statement | | Exchange variation | | Other adjustments (1) | | Balance at June 30, 2026 |
| Tax loss and negative social contribution base | 684,003 | | | 104,698 | | | 29,152 | | | (4,109) | | | 813,744 | |
| Expected credit losses on trade accounts receivable | 40,098 | | | (11,631) | | | 984 | | | — | | | 29,451 | |
| Provision for contingences | 81,251 | | | (5,028) | | | 4,334 | | | — | | | 80,557 | |
| Fair value adjustment | (171,114) | | | 62,627 | | | (4,018) | | | — | | | (112,505) | |
| Tax credits - Foreign subsidiaries | 4,062 | | | 87 | | | (31) | | | — | | | 4,118 | |
| Share-based payment | — | | | (329) | | | 329 | | | — | | | — | |
| Provision for work accident insurance - Foreign subsidiaries | 12,805 | | | 3,330 | | | — | | | — | | | 16,135 | |
| Pension plan - Foreign subsidiaries | 2,451 | | | (221) | | | (24) | | | 272 | | | 2,478 | |
| Trade accounts payable accrual | 273,051 | | | (4,561) | | | 3,142 | | | — | | | 271,632 | |
| Interest portion to be deductible | 320,200 | | | 58,724 | | | — | | | — | | | 378,924 | |
| Right of use assets | 31,567 | | | 3,234 | | | 1,320 | | | — | | | 36,121 | |
| Goodwill amortization | (847,103) | | | 2,249 | | | (47,849) | | | — | | | (892,703) | |
| Business combinations | (491,382) | | | 11,293 | | | (1,546) | | | — | | | (481,635) | |
| Inventory valuation | (53,021) | | | (57,953) | | | 4,267 | | | — | | | (106,707) | |
| Hedge operations | 41,705 | | | (11,469) | | | 2,349 | | | 799 | | | 33,384 | |
| Realization of other reserves | (96,535) | | | 1,517 | | | (6,081) | | | — | | | (101,099) | |
| Accelerated depreciation and amortization | (528,502) | | | (26,687) | | | (5) | | | — | | | (555,194) | |
| Cut off adjustments (sales) | 16,891 | | | (3,897) | | | 1,350 | | | — | | | 14,344 | |
| Other temporary differences | 57,287 | | | (15,306) | | | 7,959 | | | — | | | 49,940 | |
| Deferred taxes, net | (622,286) | | | 110,677 | | | (4,368) | | | (3,038) | | | (519,015) | |
(1) The adjustments relate primarily to the assignment of tax losses and negative tax bases from the indirect subsidiary Seara Alimentos to JBS S.A., utilized to settle tax assessments levied for third-party social security contributions on profit-sharing payments made by the company to its executives between 2012 and 2016, as well as deferred taxes on Cash flow hedge transactions recognized in other comprehensive income by the subsidiary Seara Alimentos and the pension plan in the United States of America.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Balance at January 1, 2025 | | Income statement | | Exchange variation | | Other adjustments | | Balance at June 30, 2025 |
| Tax loss and negative social contribution base | 679,275 | | | 125,091 | | | 53,310 | | | (191,303) | | | 666,373 | |
| Expected credit losses on trade accounts receivable | 42,304 | | | (11,510) | | | 3,252 | | | — | | | 34,046 | |
| Provisions for contingencies | 94,487 | | | (9,822) | | | 9,255 | | | — | | | 93,920 | |
| Fair value adjustment | (105,836) | | | (19,730) | | | (7,592) | | | — | | | (133,158) | |
| Tax credits - Foreign subsidiaries | 8,798 | | | 48 | | | (81) | | | — | | | 8,765 | |
| Provision for work accident insurance - Foreign subsidiaries | 8,964 | | | (2,773) | | | — | | | — | | | 6,191 | |
| Pension plan - Foreign subsidiaries | 3,209 | | | 3,536 | | | (4) | | | (107) | | | 6,634 | |
| Trade accounts payable accrual | 249,853 | | | 11,673 | | | 6,007 | | | — | | | 267,533 | |
| Non-deductible interests portion - U.S. tax reform | 279,572 | | | 52,150 | | | 1 | | | — | | | 331,723 | |
| Right of use assets | 25,967 | | | 3,913 | | | 2,538 | | | — | | | 32,418 | |
| Goodwill amortization | (727,377) | | | (19,205) | | | (84,392) | | | — | | | (830,974) | |
| Business combination | (465,917) | | | (16,763) | | | (4,887) | | | — | | | (487,567) | |
| Inventory valuation | (83,507) | | | (16,202) | | | 8,118 | | | — | | | (91,591) | |
| Hedge operations | 45,961 | | | (14,235) | | | 5,541 | | | 49 | | | 37,316 | |
| Realization of other reserves | (88,113) | | | 1,263 | | | (11,802) | | | — | | | (98,652) | |
| Accelerated depreciation and amortization | (479,922) | | | (13,270) | | | (2) | | | — | | | (493,194) | |
| Cut-off adjustment (sales) | 15,274 | | | 1,980 | | | 2,152 | | | — | | | 19,406 | |
| Other temporary differences | 52,895 | | | 34,360 | | | (27,039) | | | — | | | 60,216 | |
| Deferred taxes, net | (444,113) | | | 110,504 | | | (45,625) | | | (191,361) | | | (570,595) | |
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
b.Reconciliation of income tax and social contribution expense:
| | | | | | | | | | | | | | | | | | | | | | | |
| Six-month period ended June 30, | | Three-month period ended June 30, |
| 2026 | | 2025 | | 2026 | | 2025 |
| Profit (loss) before taxes | 86,609 | | | 1,430,601 | | | (222,084) | | | 736,497 | |
| Brazilian statutory corporate tax rate | (34) | % | | (34) | % | | (34) | % | | (34) | % |
| Expected tax expense (benefit) | (29,447) | | | (486,404) | | | 75,509 | | | (250,409) | |
| | | | | | | |
| Adjustments to reconcile taxable income tax expense (benefit): | | | | | | | |
| Share of profit of equity-accounted investees | 4,596 | | | 3,589 | | | (42,466) | | | 2,659 | |
| Non-taxable tax benefits | 120,833 | | | 107,024 | | | 63,081 | | | 56,103 | |
| Difference of tax rates on taxable income from foreign subsidiaries | (20,070) | | | 46,964 | | | (25,797) | | | 22,259 | |
| Profits taxed by-foreign jurisdictions | (14,725) | | | (81,997) | | | 7,836 | | | 30,683 | |
| Current year deferred taxes not recognized and deferred taxes recognized from prior years | (14,948) | | | 76,067 | | | 35,452 | | | (26,104) | |
| Non-taxable interest - Foreign subsidiaries | 6,581 | | | 6,263 | | | 3,281 | | | 3,145 | |
| Donations and social programs | (1,827) | | | — | | | (1,054) | | | — | |
| SELIC interest on tax credits | 1,306 | | | 31,315 | | | 504 | | | 3,693 | |
| | | | | | | |
| Brazilian tax incentive law - Lei do Bem | — | | | 1,397 | | | — | | | 1,397 | |
| Other permanent differences | 6,507 | | | 15,829 | | | 9,562 | | | 14,391 | |
| Current and deferred income tax benefit (expense) | 58,806 | | | (279,953) | | | 125,909 | | | (142,183) | |
| | | | | | | |
| Current income tax | (51,871) | | | (390,457) | | | (18,101) | | | (165,666) | |
| Deferred income tax | 110,677 | | | 110,504 | | | 144,010 | | | 23,483 | |
| 58,806 | | | (279,953) | | | 125,909 | | | (142,183) | |
| Effective income tax rate | 67.90 | % | | (19.57) | % | | (56.69) | % | | (19.31) | % |
Global Minimum Tax:
As disclosed in the Group’s annual consolidated financial statements as of December 31, 2025, the Group monitors the Pillar Two global minimum tax rules applicable in the jurisdictions in which it operates. Based on the assessments performed to date, no significant tax exposure has been identified for the six-month period ended June 30, 2026.
10 Investments in equity-accounted investees, associates and joint venture
Changes in the investments:
Refers to investments in associate and joint venture:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | Equity accounting | | |
| Participation | | Balance at January 1, 2026 | | Addition (disposal) | | Profit distribution | | Exchange variation | | Changes in the equity of investees | | Proportionate share of income | | Balance at June 30, 2026 |
Meat Snacks Partners, LLC (1) | 50% | | 23,301 | | | (29,429) | | | — | | | 1,091 | | | 5,037 | | | — | | | — | |
| JBS Foods Ontario, Inc. | 100% | | 18,751 | | | — | | | — | | | 1,164 | | | (1,164) | | | 205 | | | 18,956 | |
| Birla Societá Agricola Srl | 20% | | 1,854 | | | — | | | — | | | 116 | | | (169) | | | (43) | | | 1,758 | |
| Mantiqueira Alimentos S.A. | 48.5% | | 128,874 | | | — | | | (591) | | | 12,007 | | | 51,195 | | | 26,072 | | | 217,557 | |
| Mantiqueira International B.V. | 48.5% | | (1,168) | | | — | | | — | | | (41) | | | 41 | | | (11,440) | | | (12,608) | |
| Total | | | 171,612 | | | (29,429) | | | (591) | | | 14,337 | | | 54,940 | | | 14,794 | | | 225,663 | |
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | Equity accounting | | |
| Participation | | Balance at January 1, 2025 | | Addition | | Profit distribution | | Changes in the equity of investees | | Proportionate share of income | | Balance at June 30, 2025 |
| Meat Snacks Partners, LLC | 50% | | 19,334 | | | — | | | (4,124) | | | 1,790 | | | 5,095 | | | 22,095 | |
| JBS Foods Ontario, Inc. | 100% | | 17,372 | | | — | | | — | | | — | | | 503 | | | 17,875 | |
| Birla Societá Agricola Srl | 20% | | 1,606 | | | — | | | — | | | 213 | | | (12) | | | 1,807 | |
| Mantiqueira Alimentos S.A. | 48.5% | | — | | | 165,271 | | | — | | | 6,692 | | | 4,970 | | | 176,933 | |
| Total | | | 38,312 | | | 165,271 | | | (4,124) | | | 8,695 | | | 10,556 | | | 218,710 | |
(1)In January 2026, JBS S.A. concluded the sale of its 50% equity interest in the joint venture Meat Snack Partners for the amount of US$42.8 million.
11 Property, plant and equipment
Changes in property, plant and equipment:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Balance at January 1, 2026 | | Additions net of transfers (1) | | Disposals | | | | Depreciation expense | | Exchange rate variation | | Balance at June 30, 2026 |
| Buildings | 4,496,924 | | | 268,220 | | | (36,660) | | | | | (160,684) | | | 120,980 | | | 4,688,780 | |
| Land | 1,168,187 | | | 21,662 | | | (15,012) | | | | | — | | | 40,329 | | | 1,215,166 | |
| Machinery and equipment | 4,446,022 | | | 546,355 | | | (31,707) | | | | | (354,051) | | | 99,378 | | | 4,705,997 | |
| Facilities | 867,977 | | | 59,974 | | | (946) | | | | | (34,639) | | | 54,357 | | | 946,723 | |
| Computer equipment | 194,719 | | | 31,842 | | | (393) | | | | | (32,998) | | | 1,642 | | | 194,812 | |
| Vehicles (land and air) | 371,819 | | | 35,003 | | | (7,289) | | | | | (29,317) | | | 15,534 | | | 385,750 | |
| Construction in progress | 1,697,271 | | | 156,702 | | | (10,379) | | | | | — | | | 32,068 | | | 1,875,662 | |
| Other | 402,739 | | | 28,467 | | | (2,089) | | | | | (27,904) | | | 1,894 | | | 403,107 | |
| 13,645,658 | | | 1,148,225 | | | (104,475) | | | | | (639,593) | | | 366,182 | | | 14,415,997 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Balance at January 1, 2025 | | | | Additions net of transfers (1) | | Disposals | | Depreciation expense | | Exchange rate variation | | Balance at June 30, 2025 |
| Buildings | 3,991,581 | | | | | 279,558 | | | (2,852) | | | (124,829) | | | 257,146 | | | 4,400,604 | |
| Land | 1,060,288 | | | | | 8,548 | | | (1,439) | | | — | | | 95,164 | | | 1,162,561 | |
| Machinery and equipment | 4,038,196 | | | | | 295,946 | | | (3,366) | | | (317,476) | | | 230,619 | | | 4,243,919 | |
| Facilities | 682,348 | | | | | 79,419 | | | (1,210) | | | (25,945) | | | 93,948 | | | 828,560 | |
| Computer equipment | 187,164 | | | | | 28,831 | | | (1,403) | | | (30,307) | | | 8,046 | | | 192,331 | |
| Vehicles (land and air) | 275,582 | | | | | 78,127 | | | (8,633) | | | (24,421) | | | 23,468 | | | 344,123 | |
| Construction in progress | 1,238,785 | | | | | 38,611 | | | (1,365) | | | — | | | 94,074 | | | 1,370,105 | |
| Other | 306,936 | | | | | 60,306 | | | (400) | | | (23,329) | | | 11,868 | | | 355,381 | |
| 11,780,880 | | | | | 869,346 | | | (20,668) | | | (546,307) | | | 814,333 | | | 12,897,584 | |
(1)Additions for each category includes transfer from construction in progress during the period.
For the six-month period ended June 30, 2026, the amount of capitalized interest added to construction in progress and included in additions was US$24,046 (US$17,374 for the six-month period ended June 30, 2025).
The capitalization rate used on June 30, 2026 was 6.03% p.y. (6.90% p.y. for the six-month period ended June 30, 2025).
12 Leases
The Group uses the optional exemption to not recognize a right of use asset and lease liability for short term (less than 12 months) and low value leases. The average discount rate used for measuring lease liabilities was 6.01% p.y. for the six-month period ended June 30, 2026 (5.72% p.y. for the six-month period ended June 30, 2025).
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
12.1Right of use asset
Changes in the right of use assets:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Balance at January 1, 2026 | | Additions (1) | | Terminated contracts | | Amortization | | Exchange rate variation | | Balance at June 30, 2026 |
| Growing facilities | 652,811 | | | 94,541 | | | (2,240) | | | (71,229) | | | 22,974 | | | 696,857 | |
| Buildings | 634,164 | | | 47,948 | | | (19,823) | | | (52,431) | | | 10,406 | | | 620,264 | |
| Computer equipment | 14,742 | | | (110) | | | — | | | (2,552) | | | 940 | | | 13,020 | |
| Machinery and equipment | 98,983 | | | 21,768 | | | (3,232) | | | (26,269) | | | 3,294 | | | 94,544 | |
| Operating plants | 8,110 | | | 3,331 | | | (517) | | | (1,504) | | | 418 | | | 9,838 | |
| Land | 18,441 | | | 60 | | | (99) | | | (1,637) | | | 363 | | | 17,128 | |
| Vehicles (land) | 186,396 | | | 22,233 | | | (2,451) | | | (38,799) | | | 2,817 | | | 170,196 | |
| | | | | | | | | | | |
| 1,613,647 | | | 189,771 | | | (28,362) | | | (194,421) | | | 41,212 | | | 1,621,847 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Balance at January 1, 2025 | | Additions (1) | | Terminated contracts | | Amortization | | Exchange rate variation | | Balance at June 30, 2025 |
| Growing facilities | 632,267 | | | 75,011 | | | (9,650) | | | (73,184) | | | 43,964 | | | 668,408 | |
| Buildings | 638,981 | | | 16,958 | | | (12,022) | | | (46,953) | | | 35,418 | | | 632,382 | |
| Computer equipment | 5,371 | | | (66) | | | — | | | (3,341) | | | 536 | | | 2,500 | |
| Machinery and equipment | 106,597 | | | 17,001 | | | (4,252) | | | (26,220) | | | 8,944 | | | 102,070 | |
| Operating plants | 8,622 | | | 755 | | | — | | | (1,578) | | | 1,112 | | | 8,911 | |
| Land | 15,999 | | | 469 | | | (81) | | | (1,300) | | | 370 | | | 15,457 | |
| Vehicles (land) | 189,036 | | | 24,523 | | | (6,324) | | | (34,998) | | | 4,953 | | | 177,190 | |
| Concession Agreement | — | | | 3,771 | | | — | | | (1,916) | | | 165 | | | 2,020 | |
| 1,596,873 | | | 138,422 | | | (32,329) | | | (189,490) | | | 95,462 | | | 1,608,938 | |
(1)The additions have been reduce by the tax effect. The tax impact is US$(3,033) and US$(2,590) respectively as of June 30, 2026 and 2025.
12.2Lease liabilities
| | | | | | | | | | | |
| June 30, 2026 | | December 31, 2025 |
| Undiscounted lease payments | 1,794,217 | | | 1,767,285 | |
| | | |
| Breakdown: | | | |
| Current liabilities | 368,699 | | | 354,887 | |
| Non-current liabilities | 1,425,518 | | | 1,412,398 | |
| 1,794,217 | | | 1,767,285 | |
Changes in the lease liabilities:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Balance at January 1, 2026 | | Additions | | Interest accrual | | Payments | | Terminated contracts | | Exchange rate variation | | Balance at June 30, 2026 |
| Lease liabilities | 1,767,285 | | | 206,473 | | | 54,635 | | | (246,873) | | | (30,365) | | | 43,062 | | | 1,794,217 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Balance at January 1, 2025 | | Additions | | Interest accrual | | Payments | | Terminated contracts | | Exchange rate variation | | Balance at June 30, 2025 |
| Lease liabilities | 1,734,029 | | | 153,798 | | | 51,043 | | | (239,375) | | | (40,914) | | | 112,188 | | | 1,770,769 | |
The maturity schedule of the non-current portion of lease liabilities is presented in section d. Liquidity risk of Note 25 - Risk management and financial instruments.
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
The amounts recognized in profit or loss as lease expenses for the six-month periods ended June 30 are presented below:
| | | | | | | | | | | |
| 2026 | | 2025 |
| Variable lease payments | 406,051 | | | 282,262 | |
| Short-term leases | 85,447 | | | 77,729 | |
| Leases of low-value assets | 718 | | | 940 | |
| 492,216 | | | 360,931 | |
13 Intangible assets
Changes in intangible assets:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Balance at January 1, 2026 | | | | Additions | | Disposals | | Amortization | | Exchange rate variation | | Balance at June 30, 2026 |
| Amortizing: | | | | | | | | | | | | | |
| Trademarks | 295,217 | | | | | 1,087 | | | — | | | (13,322) | | | (7,106) | | | 275,876 | |
| Softwares | 33,339 | | | | | 3,487 | | | (78) | | | (4,508) | | | 1,972 | | | 34,212 | |
| Customer relationships | 358,275 | | | | | — | | | — | | | (32,881) | | | (4,129) | | | 321,265 | |
| Supplier contract | 18,513 | | | | | — | | | — | | | (1,887) | | | 844 | | | 17,470 | |
| JBS Terminais Concession Agreement | 575 | | | | | 14,453 | | | (626) | | | (3,732) | | | (222) | | | 10,448 | |
| Others | 5,816 | | | | | 7 | | | (173) | | | (32) | | | 552 | | | 6,170 | |
| Non-amortizing: | | | | | | | | | | | | | |
| Trademarks | 1,102,299 | | | | | 290 | | | — | | | — | | | 1,904 | | | 1,104,493 | |
| Water rights | 11,558 | | | | | 3,200 | | | — | | | — | | | 95 | | | 14,853 | |
| 1,825,592 | | | | | 22,524 | | | (877) | | | (56,362) | | | (6,090) | | | 1,784,787 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Balance at January 1, 2025 | | Additions | | Disposals | | Amortization | | Exchange rate variation | | Balance at June 30, 2025 |
| Amortizing: | | | | | | | | | | | |
| Trademarks | 293,519 | | | 376 | | | — | | | (13,717) | | | 29,973 | | | 310,151 | |
| Softwares | 30,611 | | | 4,111 | | | (985) | | | (3,535) | | | 3,846 | | | 34,048 | |
| Customer relationships | 408,149 | | | 685 | | | — | | | (33,546) | | | 18,045 | | | 393,333 | |
| | | | | | | | | | | |
| Supplier contract | 20,548 | | | — | | | — | | | (1,810) | | | 1,731 | | | 20,469 | |
| Others | 13,975 | | | 2,263 | | | (3,953) | | | (3,332) | | | 1,550 | | | 10,503 | |
| Non-amortizing: | | | | | | | | | | | |
| Trademarks | 1,025,095 | | | 148 | | | — | | | — | | | 81,689 | | | 1,106,932 | |
| Water rights | 11,302 | | | — | | | — | | | — | | | 165 | | | 11,467 | |
| 1,803,199 | | | 7,583 | | | (4,938) | | | (55,940) | | | 136,999 | | | 1,886,903 | |
14 Goodwill
Changes in goodwill:
| | | | | | | | | | | |
| June 30, 2026 | | December 31, 2025 |
| Balance at the beginning of the period | 5,852,575 | | | 5,417,134 | |
| | | |
| Business combination adjustments | (536) | | | 1,981 | |
| | | |
| Exchange rate variation | 131,878 | | | 433,460 | |
| Balance at the end of the period | 5,983,917 | | | 5,852,575 | |
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
As of June 30, 2026, the Group assessed the existence of impairment indicators for goodwill and concluded that no such indicators were identified. Accordingly, no impairment losses were recognized for the six-month period ended June 30, 2026.
15 Trade accounts payable and supply chain finance
| | | | | | | | | | | |
| June 30, 2026 | | December 31, 2025 |
| Commodities | 1,918,917 | | | 2,422,916 | |
| Materials and services | 3,877,247 | | | 3,691,498 | |
| Finished products | 65,391 | | | 91,838 | |
| Present value adjustment | (9,893) | | | (8,152) | |
| Total trade accounts payable | 5,851,662 | | | 6,198,100 | |
| | | |
Total supplier financing (1) | 1,195,548 | | | 1,134,459 | |
| | | |
| Total | 7,047,210 | | | 7,332,559 | |
(1)There were no significant changes in relation to the nature and policies of the supply chain financing balances presented, compared to the information disclosed in the Group’s annual consolidated financial statements as of December 31, 2025.
Commitment to Purchase for Future Delivery
The Group has cattle purchase commitments for future delivery established with certain suppliers, ensuring the acquisition of cattle at a fixed or to-be-determined price, without any cash impact on the Group. until the cattle are delivered and the transaction matures. Based on these future delivery contracts, suppliers can advance the transaction with banks under the supply chain financing arrangement. As of June 30, 2026, the amount related to this transaction was US$234,206 (US$140,956 as of December 31, 2025), and this transaction has been recorded as Supplier financing since its inception.
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
16 Loans and financing
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | Current | | Non-current |
| Type | | Average annual interest rate, range | | Currency | | Index | | Payment terms /non-current debt | | June 30, 2026 | | December 31, 2025 | | June 30, 2026 | | December 31, 2025 |
| Foreign currency | | | | | | | | | | | | | | | | |
| ACC - Advances on exchange | | 4.70% | | USD | | — | | 2026 | | 300,496 | | | — | | | — | | | — | |
| Export credit note | | 5.06% | | USD | | SOFR | | 2026 | | 156,938 | | | 254,903 | | | — | | | — | |
| Working capital - Dollar | | 3.47% - 7.28% | | USD | | SOFR | | 2026 - 2030 | | 22,299 | | | 9,859 | | | 1,646 | | | 1,832 | |
| CRA - Agribusiness Receivables Certificates | | 4.71% - 6.00% | | USD | | — | | 2027 - 2035 | | 6,101 | | | 1,740 | | | 97,139 | | | 104,290 | |
| Livestock financing | | 6.43% | | USD | | — | | 2031 | | 655 | | | — | | | 2,542 | | | — | |
| Notes (Bonds) | | 6.40% | | USD | | — | | 2057 | | 13,501 | | | — | | | 983,763 | | | — | |
| Others | | 6.67% | | Several | | Several | | Several | | 988 | | | 1,026 | | | 660 | | | 1,967 | |
| | | | | | | | | | 500,979 | | | 267,528 | | | 1,085,751 | | | 108,089 | |
| Local currency | | | | | | | | | | | | | | | | |
| Notes (Bonds) | | 2.50% - 7.25% | | USD | | — | | 2027- 2066 | | 354,375 | | | 295,111 | | | 17,752,925 | | | 17,793,347 | |
| CRA - Agribusiness Receivables Certificates | | 6.39% - 14.95% | | BRL | | IPCA - CDI | | 2028 - 2065 | | 33,712 | | | 28,581 | | | 2,268,664 | | | 2,190,843 | |
| Revolving credit | | 3.50% | | EUR | | EURIBOR | | 2026 | | 31,348 | | | 33,701 | | | — | | | — | |
| Revolving credit | | 5.45% - 5.75% | | AUD | | BBSW | | 2026 - 2027 | | 135,443 | | | — | | | 36,711 | | | — | |
| Livestock financing | | 9.00% - 14.15% | | BRL | | CDI - Fixed rate | | 2026 - 2035 | | 198,812 | | | 114,903 | | | 11,591 | | | 10,904 | |
| | | | | | | | | | | | | | | | |
| Working Capital - Euros | | 3.14% - 6.20% | | EUR | | EURIBOR | | 2026 - 2032 | | 31,779 | | | 47,716 | | | 13,533 | | | 14,343 | |
| | | | | | | | | | | | | | | | |
| CDC - Direct credit to consumers | | 14.8% - 17.12% | | BRL | | — | | 2026 | | 151 | | | 907 | | | — | | | — | |
| Others | | 5.13% | | Several | | Several | | Several | | 48,298 | | | 44,638 | | | 146,618 | | | 139,957 | |
| | | | | | | | | | 833,918 | | | 565,557 | | | 20,230,041 | | | 20,149,394 | |
| | | | | | | | | | | | | | | | |
| | | | | | | | | | 1,334,897 | | | 833,085 | | | 21,315,792 | | | 20,257,483 | |
On June 30, 2026 and December 31, 2025, the availability under Brasil revolving credit facilities was US$500 million. In the United States the revolving credit facilities on June 30, 2026, was US$2.9 billion and on December 31, 2025 US$3.0 billion.
The non-current portion of the principal payment schedule of loans and financing is as follows:
| | | | | | | | |
| Maturity | | June 30, 2026 |
| 2027 | | 52,710 | |
| 2028 | | 142,163 | |
| 2029 | | 646,912 | |
| 2030 | | 124,578 | |
| 2031 | | 1,421,415 | |
| Maturities after 2031 | | 18,928,015 | |
| | 21,315,792 | |
16.1Guarantees and contractual restrictions (“covenants”)
The Group was in compliance with all of its debt financial covenant restrictions on June 30, 2026 and until the date that these interim financial statements were approved.
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
17 Income and other taxes payable
| | | | | | | | | | | |
| June 30, 2026 | | December 31, 2025 |
| Taxes payable in installments | 31,403 | | | 25,548 | |
| PIS / COFINS tax payable | 2,353 | | | 17,956 | |
| ICMS / VAT / GST tax payable | 55,628 | | | 45,662 | |
| Withholding income taxes | 396,055 | | | 348,917 | |
| Others | 126,610 | | | 122,603 | |
| Subtotal | 612,049 | | | 560,686 | |
| Income taxes payable | 122,923 | | | 288,030 | |
| Total | 734,972 | | | 848,716 | |
| | | |
| Breakdown: | | | |
| Current liabilities | 310,536 | | | 440,989 | |
| Non-current liabilities | 424,436 | | | 407,727 | |
| 734,972 | | | 848,716 | |
18 Payroll and social charges
| | | | | | | | | | | |
| June 30, 2026 | | December 31, 2025 |
| Social charges in installments | 300,891 | | | 284,915 | |
| Bonus and vacation along with related social charges | 866,995 | | | 929,070 | |
| Salaries and related social charges | 534,872 | | | 617,129 | |
| Others | 13,378 | | | 17,110 | |
| 1,716,136 | | | 1,848,224 | |
| Breakdown: | | | |
| Current liabilities | 1,378,331 | | | 1,560,159 | |
| Non-current liabilities | 337,805 | | | 288,065 | |
| 1,716,136 | | | 1,848,224 | |
19 Provisions for legal proceedings
The Group is party to several lawsuits arising in the ordinary course of business for which provisions are recognized for those deemed probable based on estimated costs determined by management as follows:
Breakdown:
| | | | | | | | | | | |
| June 30, 2026 | | December 31, 2025 |
| Current liabilities | 220,431 | | | 159,217 | |
| Non-current liabilities | 223,544 | | | 209,358 | |
| 443,975 | | | 368,575 | |
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| June 30, 2026 | | June 30, 2025 |
| Labor | | Civil | | Tax and Social Security | | Total | | Labor | | Civil | | Tax and Social Security | | Total |
| Brazil | | | | | | | | | | | | | | | |
| Opening balance | 97,504 | | | 59,075 | | | 52,701 | | | 209,280 | | | 87,075 | | | 59,796 | | | 68,516 | | | 215,387 | |
| Additions, reversals and changes in estimates | 49,757 | | | 19,791 | | | (1,837) | | | 67,711 | | | 25,136 | | | 5,202 | | | (20,130) | | | 10,208 | |
| Payments | (53,428) | | | (21,463) | | | (4,059) | | | (78,950) | | | (29,560) | | | (14,978) | | | (2,104) | | | (46,642) | |
| Indexation | 7,261 | | | 2,251 | | | 2,863 | | | 12,375 | | | 4,872 | | | 3,446 | | | (5,135) | | | 3,183 | |
| Exchange rate variation | 6,151 | | | 3,674 | | | 3,249 | | | 13,074 | | | 11,748 | | | 7,760 | | | 8,212 | | | 27,720 | |
| Closing balance | 107,245 | | | 63,328 | | | 52,917 | | | 223,490 | | | 99,271 | | | 61,226 | | | 49,359 | | | 209,856 | |
| | | | | | | | | | | | | | | |
| USA | | | | | | | | | | | | | | | |
| Opening balance | — | | | 71,017 | | | 88,200 | | | 159,217 | | | — | | | 280,804 | | | — | | | 280,804 | |
| Additions, reversals and changes in estimates | — | | | 209,981 | | | — | | | 209,981 | | | — | | | 139,038 | | | — | | | 139,038 | |
| Payments | — | | | (148,767) | | | — | | | (148,767) | | | — | | | (261,211) | | | — | | | (261,211) | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| Closing balance | — | | | 132,231 | | | 88,200 | | | 220,431 | | | — | | | 158,631 | | | — | | | 158,631 | |
| | | | | | | | | | | | | | | |
| Others jurisdictions | | | | | | | | | | | | | | | |
| Opening balance | 69 | | | — | | | 9 | | | 78 | | | 52 | | | 44 | | | 1,176 | | | 1,272 | |
| Additions, reversals and changes in estimates | 19 | | | — | | | — | | | 19 | | | (3) | | | (2) | | | (38) | | | (43) | |
| Payments | (41) | | | — | | | — | | | (41) | | | — | | | (24) | | | (508) | | | (532) | |
| | | | | | | | | | | | | | | |
| Exchange rate variation | (2) | | | — | | | — | | | (2) | | | 6 | | | — | | | 131 | | | 137 | |
| Closing balance | 45 | | | — | | | 9 | | | 54 | | | 55 | | | 18 | | | 761 | | | 834 | |
| | | | | | | | | | | | | | | |
| Total | 107,290 | | | 195,559 | | | 141,126 | | | 443,975 | | | 99,326 | | | 219,875 | | | 50,120 | | | 369,321 | |
Legal proceedings (possible loss):
In the six-month period ended June 30, 2026, the Company did not identify any significant changes in the amount of the legal proceedings which the probability of loss is considered possible.
Brazil
a.Profits Abroad
There were no significant changes during the six-month period ended June 30, 2026 regarding the tax assessments related to the taxation of foreign profits and the related IRPJ and CSLL matters, compared to the information disclosed in the Group’s annual consolidated financial statements as of December 31, 2025.
20 Equity
a.Dividends: On March 25, 2026, the Board of Directors of JBS N.V. approved the payment of dividends of US$1.00 per share, totaling US$1,070,877, which was paid on June 17, 2026.
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
21 Net revenue
| | | | | | | | | | | | | | | | | | | | | | | |
| Six-month period ended June 30, | | Three month period ended June 30, |
| 2026 | | 2025 | | 2026 | | 2025 |
| | | | | | | |
| | | | | | | |
| Domestic sales | 33,385,851 | | | 30,274,385 | | | 17,225,140 | | | 15,665,322 | |
| Export sales | 12,122,354 | | | 10,249,791 | | | 6,674,440 | | | 5,332,334 | |
| NET REVENUE | 45,508,205 | | | 40,524,176 | | | 23,899,580 | | | 20,997,656 | |
| | | | | | | |
| | | | | | | |
| | | | | | | |
| | | | | | | |
| | | | | | | |
21.1Contract balances - Advances from customer
The following table provides information about trade accounts receivable and contract liabilities from contracts with customers:
| | | | | | | | | | | | | | | | | |
| Note | | June 30, 2026 | | December 31, 2025 |
| Trade accounts receivable | 4 | | 3,555,443 | | | 4,231,924 | |
| Contract liabilities | | | (378,937) | | | (344,423) | |
| Total customer contract revenue | | | 3,176,506 | | | 3,887,501 | |
22 Net finance expense
| | | | | | | | | | | | | | | | | | | | | | | |
| Six-month period ended June 30, | | Three-month period ended June 30, |
| 2026 | | 2025 | | 2026 | | 2025 |
| Gains / (losses) from exchange rate variation | 134,431 | | | 56,817 | | | 48,306 | | | 4,974 | |
| Fair value adjustments on derivatives | (87,323) | | | 9,592 | | | (107,387) | | | (10,634) | |
Interest expense (1) | (998,479) | | | (792,994) | | | (528,936) | | | (378,255) | |
Interest income (2) | 153,332 | | | 228,053 | | | 87,345 | | | 64,463 | |
| Bank fees and others | (211,742) | | | (69,418) | | | (194,900) | | | (56,952) | |
| (1,009,781) | | | (567,950) | | | (695,572) | | | (376,404) | |
| | | | | | | |
| Financial income | 307,828 | | | 305,097 | | | 135,651 | | | 69,437 | |
| Financial expense | (1,317,609) | | | (873,047) | | | (831,223) | | | (445,841) | |
| Net finance expense | (1,009,781) | | | (567,950) | | | (695,572) | | | (376,404) | |
(1)For the six-month period ended June 30, 2026 and 2025, the amounts of US$753,601 and US$604,835, respectively, refers to interest expenses from loans and financings expenses.
(2)For the six-month period ended June 30, 2026 and 2025, the amounts of US$74,351 and US$96,560, respectively, refers to interest income from short investments.
23 Operating segments
The Group’s Management has defined operating segments based on the reports that are used to make strategic decisions, analyzed by the Chief Operating Decision Maker (CODM) - our Chief Executive Officer (CEO), there are six reportable segments: Brazil, Seara, Beef North America, Pork USA, Pilgrim’s Pride and Australia. The segment performance is evaluated by the CODM, based on Adjusted EBITDA.
Adjusted EBITDA consists of profit or loss before taxes, applying the same accounting policies described in these financial statements, except for the following adjustments as described below: exclusion of share of profit of equity-accounted investees, net of tax, exclusion of net finance expense, exclusion of depreciation and amortization expenses, exclusion of antitrust agreements expenses, exclusion of donations and social programs expenses, exclusion of impairment of assets expenses, exclusion of restructuring expenses, exclusion of fiscal payments and installments expense, exclusion of Avian influenza expense, exclusion of closure of plants expenses, and exclusion of certain other operating income (expenses), net.
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
Brazil: this segment includes all the operating activities of the Group, mainly represented by slaughter facilities, cold storage and meat processing, fat, feed and production of cattle by-products such as leather, collagen and other products produced in Brazil. Revenues are generated from the sale of products predominantly to restaurant chains, food processing companies, distributors, supermarket chains, wholesale supermarket and other significant food chains.
Seara: this segment includes all the operating activities of Seara and its subsidiaries, mainly represented by chicken and pork processing, production and commercialization of food products and value-added products. Revenues are generated from the sale of products predominantly to restaurant chains, food processing companies, distributors, supermarket chains, wholesale supermarket and other significant food chains.
Beef North America: this segment includes JBS USA beef processing operations in North America and the plant-based businesses in Europe. Beef also sells by-products to the variety meat, feed processing, fertilizer, automotive and pet food industries and also produces value-added meat products including toppings for pizzas. Finally, Sampco LLC imports processed meats and other foods such as canned fish, fruits and vegetables to the US and Vivera produces and sells plant-based protein products in Europe.
Pork USA: this segment includes JBS USA’s pork operations, including Swift Prepared Foods. Revenues are generated from the sale of products predominantly to retailers of fresh pork including trimmed cuts such as loins, roasts, chops, butts, picnics and ribs. Other pork products, including hams, bellies and trimmings, are sold predominantly to further processors who, in turn, manufacture bacon, sausage, and deli and luncheon meats. In addition, revenues are generated from the sale of case ready products, including the recently acquired TriOak business. As a complement to our pork processing business, we also conduct business through our hog production operations, including thirty-one hog farms and eight feed mills, from which, JBS Lux will source live hogs for its pork processing operations.
Pilgrim’s Pride: this segment includes PPC’s operations, including Moy Park, Tulip and Pilgrim's Consumer Foods as well, mainly represented by chicken processing, production and commercialization of food products and prepared foods in the United States of America, Mexico, United Kingdom and France. The fresh chicken products consist of refrigerated (non-frozen) whole or cut-up chicken, either pre-marinated or non-marinated, and pre-packaged chicken in various combinations of freshly refrigerated, whole chickens and chicken parts. The prepared chicken products include portion-controlled breast fillets, tenderloins and strips, delicatessen products, salads, formed nuggets and patties and bone-in chicken parts. These products are sold either refrigerated or frozen and may be fully cooked, partially cooked or raw. In addition, these products are breaded or non-breaded and either pre-marinated or non-marinated. The segment also generates revenue from the sale of prepared pork products through PPL, a subsidiary acquired by PPC in October 2019. The segment includes PPC’s PFM subsidiary, acquired in September 2021, and generates revenues from branded and private label meats, meat snacks, food-to-go products, and ethnic chilled and frozen ready meals.
Australia: This segment includes our fresh, frozen, value-added and branded beef, lamb, pork and fish products in Australia and New Zealand. The majority of our beef revenues from our operations in Australia are generated from the sale of fresh beef products (including fresh and frozen chuck cuts, rib cuts, loin cuts, round cuts, thin meats, ground beef, offal and other products). This segment also sells value-added and branded beef products (including frozen cooked and pre-cooked beef, corned cooked beef, beef cubes and consumer-ready products, such as hamburgers and sausages). This segment also operates lamb, pork, and fish, processing facilities in Australia and New Zealand including Huon and Rivalea businesses. JBS Australia also generates revenues through their cattle hoteling business. We sell these products in the countries where we operate our facilities, which we classify as domestic sales, and elsewhere, which we classify as export sales.
There are no revenues arising out of transactions with any single customer that represents 10% or more of the total revenues.
The Group manages its loans and financing and income taxes at the corporate level and not by segment.
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
The information by consolidated operational segments is as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Six-month period ended June 30, 2026 |
| Brazil | | Seara | | Beef North America | | Pork USA | | Pilgrim’s Pride | | Australia | | Total reportable segments | | All others segments | | Elimination (*) | | Total |
| Revenue from customers | 7,432,115 | | | 4,784,375 | | | 14,829,280 | | | 4,045,338 | | | 9,137,540 | | | 4,709,421 | | | 44,938,069 | | | 570,136 | | | — | | | 45,508,205 | |
| Intersegment revenue | 941,252 | | | 155,292 | | | 107,215 | | | 65,678 | | | 15,063 | | | 865 | | | 1,285,365 | | | 97,357 | | | (1,382,722) | | | — | |
| Net revenue | 8,373,367 | | | 4,939,667 | | | 14,936,495 | | | 4,111,016 | | | 9,152,603 | | | 4,710,286 | | | 46,223,434 | | | 667,493 | | | (1,382,722) | | | 45,508,205 | |
Adjusted EBITDA (1) | 436,934 | | | 749,698 | | | (345,039) | | | 390,842 | | | 952,580 | | | 363,488 | | | 2,548,503 | | | 14,170 | | | — | | | 2,562,673 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Six-month period ended June 30, 2025 |
| Brazil | | Seara | | Beef North America | | Pork USA | | Pilgrim’s Pride | | Australia | | Total reportable segments | | All others segments | | Elimination (*) | | Total |
| Revenue from customers | 6,201,914 | | | 4,173,623 | | | 13,133,168 | | | 3,976,113 | | | 9,200,612 | | | 3,589,653 | | | 40,275,083 | | | 249,093 | | | — | | | 40,524,176 | |
| Intersegment revenue | 548,821 | | | 142,953 | | | 93,517 | | | 84,636 | | | 13,392 | | | 4,666 | | | 887,985 | | | 74,899 | | | (962,884) | | | — | |
| Net revenue | 6,750,735 | | | 4,316,576 | | | 13,226,685 | | | 4,060,749 | | | 9,214,004 | | | 3,594,319 | | | 41,163,068 | | | 323,992 | | | (962,884) | | | 40,524,176 | |
Adjusted EBITDA (1) | 359,652 | | | 817,485 | | | (333,457) | | | 500,901 | | | 1,477,940 | | | 450,534 | | | 3,273,055 | | | 8,296 | | | — | | | 3,281,351 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three-month period ended June 30, 2026 |
| Brazil | | Seara | | Beef North America | | Pork USA | | Pilgrim’s Pride | | Australia | | Total reportable segments | | All others segments | | Elimination (*) | | Total |
| Revenue from customers | 4,171,343 | | | 2,466,409 | | | 7,708,435 | | | 2,054,185 | | | 4,614,722 | | | 2,564,928 | | | 23,580,022 | | | 319,558 | | | — | | | 23,899,580 | |
| Intersegment revenue | 413,184 | | | 93,965 | | | 61,495 | | | 25,168 | | | 8,494 | | | 460 | | | 602,766 | | | 49,147 | | | (651,913) | | | — | |
| Net revenue | 4,584,527 | | | 2,560,374 | | | 7,769,930 | | | 2,079,353 | | | 4,623,216 | | | 2,565,388 | | | 24,182,788 | | | 368,705 | | | (651,913) | | | 23,899,580 | |
Adjusted EBITDA (1) | 269,242 | | | 380,439 | | | (78,280) | | | 116,726 | | | 502,923 | | | 230,728 | | | 1,421,778 | | | 7,564 | | | — | | | 1,429,342 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three-month period ended June 30, 2025 |
| Brazil | | Seara | | Beef North America | | Pork USA | | Pilgrim’s Pride | | Australia | | Total reportable segments | | All others segments | | Elimination (*) | | Total |
| Revenue from customers | 3,258,992 | | | 2,088,869 | | | 6,769,877 | | | 2,022,115 | | | 4,748,516 | | | 1,970,082 | | | 20,858,451 | | | 139,205 | | | — | | | 20,997,656 | |
| Intersegment revenue | 321,761 | | | 77,239 | | | 35,198 | | | 36,971 | | | 6,066 | | | 2,708 | | | 479,943 | | | 66,421 | | | (546,364) | | | — | |
| Net revenue | 3,580,753 | | | 2,166,108 | | | 6,805,075 | | | 2,059,086 | | | 4,754,582 | | | 1,972,790 | | | 21,338,394 | | | 205,626 | | | (546,364) | | | 20,997,656 | |
Adjusted EBITDA (1) | 228,574 | | | 391,792 | | | (232,984) | | | 253,599 | | | 817,739 | | | 290,179 | | | 1,748,899 | | | 4,725 | | | — | | | 1,753,624 | |
(*)Includes intercompany and intersegment transactions.
(1)The Adjusted EBITDA is reconciled with the consolidated operating profit (loss), as follows:
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
| | | | | | | | | | | | | | | | | | | | | | | |
| Six-month period ended June 30, | | Three-month period ended June 30, |
| 2026 | | 2025 | | 2026 | | 2025 |
Profit (loss) before taxes | 86,609 | | | 1,430,601 | | | (222,084) | | | 736,497 | |
Share of profit of equity-accounted investees, net of tax | (14,794) | | | (10,556) | | | 123,621 | | | (7,821) | |
Net finance expense | 1,009,781 | | | 567,950 | | | 695,572 | | | 376,404 | |
Depreciation and amortization | 1,256,587 | | | 1,100,838 | | | 639,099 | | | 565,194 | |
Antitrust agreements (1) | 157,375 | | | 133,638 | | | 132,731 | | | 54,090 | |
Donations and social programs (2) | 535 | | | 1,132 | | | — | | | 605 | |
Impairment of assets | — | | | 12,767 | | | — | | | 7,105 | |
Restructuring (3) | 20,117 | | | 21,538 | | | 17,334 | | | 4,536 | |
Fiscal payments and installments (4) | 9,605 | | | 2,378 | | | 9,605 | | | 2,378 | |
Avian influenza | — | | | 5,612 | | | — | | | 5,612 | |
Closure of plants (5) | 24,142 | | | — | | | 24,142 | | | — | |
| | | | | | | |
Other operating income (expense), net (6) | 12,716 | | | 15,453 | | | 9,322 | | | 9,024 | |
| Total Adjusted EBITDA for operating segments | 2,562,673 | | | 3,281,351 | | | 1,429,342 | | | 1,753,624 | |
(1)Refers to the Agreements entered by JBS USA and its subsidiaries.
(2)Refers to the donations, substantially composed of the Fundo JBS pela Amazônia.
(3)Refers to the project implementation of multiple restructuring initiatives mainly in the indirect subsidiary Pilgrim’s Pride Corporation (PPC), which are registered as Other expenses, as well as other non-significant restructuring projects that are registered as General and administrative expenses.
(4)Refers to the special payment program for installment plans of tax proceedings with exemption from fines and reduction of interest of the indirect subsidiary JBS S.A.
(5)Refers to the costs associated with the permanent closure of the Memphis, Souderton, and Chattanooga plants, owned by the indirect subsidiary JBS USA.
(6)Refers to several adjustments basically in JBS USA’s jurisdiction such as third-party advisory expenses related to acquisitions, insurance recovery, among others.
The net revenue and total assets are present below segregated by geographic area considering facilities location as additional information.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Six-month period ended June 30, 2026 |
| United States of America (2) | | Mexico and Canada | | Brazil (3) | | Australia | | Europe | | Minor regions | | Total | | Intercompany elimination (1) | | Total |
| Net revenue | 22,699,788 | | | 3,170,995 | | | 12,676,481 | | | 4,016,454 | | | 4,576,963 | | | 630,162 | | | 47,770,843 | | | (2,262,638) | | | 45,508,205 | |
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Six-month period ended June 30, 2025 |
| United States of America (2) | | Mexico and Canada | | Brazil (3) | | Australia | | Europe | | Minor regions | | Total | | Intercompany elimination (1) | | Total |
| Net revenue | 21,125,919 | | | 2,962,295 | | | 10,912,648 | | | 3,158,731 | | | 3,125,191 | | | 224,902 | | | 41,509,687 | | | (985,511) | | | 40,524,176 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three-month period ended June 30, 2026 |
| United States of America (2) | | Mexico and Canada | | Brazil (3) | | Australia | | Europe | | Minor regions | | Total | | Intercompany elimination (1) | | Total |
| Net revenue | 11,781,407 | | | 1,568,270 | | | 6,692,802 | | | 2,157,651 | | | 2,924,521 | | | 443,418 | | | 25,568,069 | | | (1,668,489) | | | 23,899,580 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three-month period ended June 30, 2025 |
| United States of America (2) | | Mexico and Canada | | Brazil (3) | | Australia | | Europe | | Minor regions | | Total | | Intercompany elimination (1) | | Total |
| Net revenue | 10,846,470 | | | 1,546,390 | | | 5,793,475 | | | 1,722,484 | | | 1,663,479 | | | 134,644 | | | 21,706,943 | | | (709,287) | | | 20,997,656 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| June 30, 2026 |
| United States of America (2) | | Mexico and Canada | | Brazil (3) | | Australia | | Europe | | Minor regions | | Total | | Intercompany elimination (1) | | Total |
| Total assets | 13,605,097 | | | 3,307,372 | | | 16,288,433 | | | 4,170,094 | | | 8,761,020 | | | 468,570 | | | 46,600,586 | | | (762,210) | | | 45,838,376 | |
| | | | | | | | | | | | | | | | | |
| December 31, 2025 |
| United States of America (2) | | Mexico and Canada | | Brazil (3) | | Australia | | Europe | | Minor regions | | Total | | Intercompany elimination (1) | | Total |
| Total assets | 13,940,917 | | | 5,468,199 | | | 15,934,286 | | | 4,350,848 | | | 14,340,561 | | | 435,728 | | | 54,470,539 | | | (9,314,053) | | | 45,156,486 | |
(1)Includes intercompany and intersegment transactions.
(2)Amounts previously disclosed under the 'North and Central America' geographic area are now presented disaggregated into two distinct geographic areas: 'United States of America' and 'Mexico and Canada'. This disaggregation was performed retrospectively for information comparability purposes.
(3) Amounts previously disclosed under the 'South America' geographic area are now presented on a disaggregated basis, with Brazil presented as a separate geographic area, while the remaining countries in the region are now grouped under 'Minor regions'. Prior-period information has been presented on a consistent basis for comparability purposes.
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
24 Expenses by nature
Expenses by nature are disclosed as follows:
| | | | | | | | | | | | | | | | | | | | | | | |
| Six-month period ended June 30, | | Three month period ended June 30, |
| 2026 | | 2025 | | 2026 | | 2025 |
| Cost of sales | | | | | | | |
| Cost of inventories, raw materials and production inputs | (34,756,395) | | | (29,836,843) | | | (18,308,549) | | | (15,491,919) | |
| Salaries and benefits | (4,729,625) | | | (4,254,601) | | | (2,437,832) | | | (2,171,885) | |
| Depreciation and amortization | (1,109,696) | | | (975,660) | | | (565,298) | | | (501,331) | |
| (40,595,716) | | | (35,067,104) | | | (21,311,679) | | | (18,165,135) | |
| | | | | | | |
| Selling | | | | | | | |
| Freights and selling expenses | (2,115,127) | | | (1,859,317) | | | (1,103,824) | | | (928,732) | |
| Salaries and benefits | (313,368) | | | (275,275) | | | (161,037) | | | (142,626) | |
| Depreciation and amortization | (49,065) | | | (37,148) | | | (25,063) | | | (18,675) | |
| Advertising and marketing | (185,587) | | | (177,566) | | | (97,627) | | | (99,754) | |
| Commissions | (44,139) | | | (5,890) | | | (20,784) | | | 4,669 | |
| Net impairment losses | (6,241) | | | (39,441) | | | (2,646) | | | (21,922) | |
| (2,713,527) | | | (2,394,637) | | | (1,410,981) | | | (1,207,040) | |
| | | | | | | |
| General and administrative | | | | | | | |
| Salaries and benefits | (526,423) | | | (538,313) | | | (214,715) | | | (255,451) | |
| Fees, services held and general expenses | (356,285) | | | (310,933) | | | (190,596) | | | (163,533) | |
| Depreciation and amortization | (97,826) | | | (88,030) | | | (48,738) | | | (45,188) | |
| DOJ - department of justice and Antitrust agreements | (157,375) | | | (133,638) | | | (132,731) | | | (54,090) | |
Donations and social programs (1) | (5,840) | | | (7,797) | | | (1,345) | | | (4,022) | |
| (1,143,749) | | | (1,078,711) | | | (588,125) | | | (522,284) | |
(1)Refers to donations made to Instituto J&F regarding improvements on school’s building, the social program “Fazer o Bem Faz Bem” created by the Group to support actions for social transformation where the indirect subsidiary JBS S.A. is present and donations to Fundo JBS Pela Amazônia.
24.1Other income and expenses
Other Income: For the six-month period ended June 30, 2026, the Group has recorded other income totaling US$69,811 (US$48,070 for the six-month period ended June 30, 2025), primarily related to gains on asset sales amounting to US$33,480 (US$18,947 for the six-month period ended June 30, 2025), tax credits from prior periods totaling US$8,600 (US$4,083 for the six-month period ended June 30, 2025), rental income totaling US$4,132 (US$1,857 for the six-month period ended June 30, 2025), carbon credits totaling US$2,727 (nil for the six-month period ended June 30, 2025), among other non-significant items.
Other Expenses: For the six-month period ended June 30, 2026, the Group has recorded other expenses totaling US$43,428 (US$43,799 for the six-month period ended June 30, 2025), mainly related to restructuring expenses amounting to US$20,117 (US$22,920 for the six-month period ended June 30, 2025), losses on asset sales totaling US$24,415 (US$4,639 for the six-month period ended June 30, 2025), impairment of assets expenses totaling US$4,846, among other non-significant items.
25 Risk management and financial instruments
Financial instruments are recognized in the consolidated financial statements as follows:
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
| | | | | | | | | | | | | | | | | | | | | | | |
| Notes | | Fair value hierarchy | | June 30, 2026 | | December 31, 2025 |
| Assets | | | | | | | |
Fair value through profit or loss (1) | | | | | | | |
| Financial / Overnight investments | 3 | | Level 2 | | 2,146,796 | | | 1,887,853 | |
| National treasury bills | 3 | | Level 1 | | 155,486 | | | 123,204 | |
| Derivative assets | | | Level 2 | | 115,199 | | | 155,441 | |
| Fair Value through Other Comprehensive Income | | | | | | | |
| Investment in financial assets at fair value | 3 | | Level 1 | | — | | | 49,908 | |
| Derivative assets | | | Level 2 | | 2,971 | | | 161 | |
Amortized cost (2) | | | | | | | |
| Cash at banks | 3 | | | | 1,259,842 | | | 2,557,740 | |
| CME Margin investments | 3 | | | | 75,297 | | | 105,993 | |
| Trade accounts receivable | 4 | | | | 3,555,443 | | | 4,231,924 | |
| Dividends Receivable | | | | | — | | | 1,465 | |
| Related party receivables | 8 | | | | 32,709 | | | 41,231 | |
| Financial investments | 3 | | | | 50,949 | | | 45,780 | |
| Total | | | | | 7,394,692 | | | 9,200,700 | |
| Liabilities | | | | | | | |
Amortized cost (2) | | | | | | | |
| Loans and financing | 16 | | | | (22,650,689) | | | (21,090,568) | |
| Trade accounts payable and supply chain finance | 15 | | | | (7,047,210) | | | (7,332,559) | |
| Debt with related party | 8 | | | | (142,536) | | | (190,998) | |
| Lease | 12.2 | | | | (1,794,217) | | | (1,767,285) | |
| Dividends Payable | | | | | (117) | | | — | |
| Fair value through profit or loss | | | | | | | |
| Derivative liabilities | | | Level 2 | | (217,212) | | | (267,214) | |
| Fair value through Other Comprehensive Income | | | | | | | |
| Derivative liabilities | | | Level 2 | | (1,497) | | | (3,567) | |
| Total | | | | | (31,853,478) | | | (30,652,191) | |
(1)CDBs are updated at the effective rate but have a short-term and negotiated with financial institutions, and their recognition is similar to fair value; national treasury bill is recognized according to market value.
(2)Loans and receivables are classified as amortized cost; the accounts receivable are short-term and net from expected losses.
Fair value of assets and liabilities: Financial assets and financial liabilities are offset and presented on a net basis when there is a legally enforceable right to offset the recognized amounts and an intention to settle them on a net basis or to realize the asset and settle the liability simultaneously. Fair value measurements are classified into hierarchy levels based on the significance of the inputs used in determining fair value, as defined below:
Level 1 – quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2 – valuation techniques using observable inputs for the asset or liability, either directly or indirectly, other than quoted prices included within Level 1;
Level 3 – valuation techniques using unobservable inputs for the asset or liability.
Fair value of assets and liabilities carried at amortized cost: The fair value of the Notes (Bonds) under Rule 144-A and Regulation S, are estimated using the closing sale price of these securities informed by a financial newswire on June 30, 2026 and December 31, 2025, considering there is an active market for these financial instruments. The carrying amount of the remaining fixed-rate loans approximates fair value since the interest rate market, the Group's credit quality, and other market factors have not significantly changed since entering into the loans. The carrying amount of variable-rate loans and financings approximates fair value given the interest rates adjusted for changes in market conditions and the quality of the Group’s credit rating has not substantially changed. For all other financial assets and liabilities, carrying amount
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
approximates fair value due to the short duration of the instruments. For the six-month period ended June 30, 2026, the principal amount is US$19,102,688 (US$18,052,688 on December 31, 2025) and the fair value is US$18,799,743 (US$18,157,182 on December 31, 2025).
Risk management:
In its operational routine, the Group is exposed to various market, credit, and liquidity risks. These risks are disclosed in the financial statements as of December 31, 2025. There were no changes in the nature of these risks during the current quarterly reporting period. The following section presents the risks and operations to which the Group is exposed in the current period. Additionally, a sensitivity analysis is provided for each type of risk, showing the potential impact on Financial Results under hypothetical changes: CDI and other rates at 25% and 50%, and currency and commodity exposure at 15% and 30% in the relevant risk variables. For the probable scenario, the Company deems it appropriate to use the Value at Risk (VaR) methodology with a 99% confidence interval (CI) and a one-day horizon.
a.Interest rate risk
The Group understands that the quantitative data referring to the Group's interest rate exposure risk on June 30, 2026 and December 31, 2025, are in accordance with the Financial and Commodity Risk Management Policy and are representative of the exposure incurred during the period. For informational purposes and in accordance with our Financial and Commodities Risk Management Policy, the notional amounts of assets and liabilities exposed to floating interest rates are presented below:
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
| | | | | | | | | | | |
| June 30, 2026 | | December 31, 2025 |
| Net exposure to the CDI/FED rate: | | | |
| CRA - Agribusiness Credit Receivable Certificates | (139,265) | | | (54,231) | |
| Credit note - export | (59) | | | (410) | |
| Rural - Credit note - Prefixed | (198,565) | | | (114,282) | |
| Related party transactions | (104,842) | | | (105,892) | |
| CDB-DI (Bank certificates of deposit) | 1,211,063 | | | 727,695 | |
| CME Margin investments | 75,297 | | | 105,760 | |
| Treasury bills | 94,910 | | | 75,286 | |
| Subtotal | 938,539 | | | 633,926 | |
| Derivatives (CDI) | 55,688 | | | — | |
| Derivatives (Swap) | (696,006) | | | (922,938) | |
| Total | 298,221 | | | (289,012) | |
| | | |
| Net exposure to the IPCA rate: | | | |
| Treasury bills | 60,576 | | | 47,920 | |
| CRA - Agribusiness Credit Receivable Certificates | (2,163,111) | | | (2,165,193) | |
| | | |
| Related party transactions | (4,985) | | | (43,875) | |
| Subtotal | (2,107,520) | | | (2,161,148) | |
| Derivatives (Swap) | 594,253 | | | 805,029 | |
| Total | (1,513,267) | | | (1,356,119) | |
| | | |
| Liabilities exposure to the SOFR rate: | | | |
| Export credit note | (156,938) | | | (254,903) | |
| | | |
| Working Capital - USD | (23,945) | | | (11,691) | |
| Total | (180,883) | | | (266,594) | |
| | | |
| Liabilities exposure to the Euribor rate: | | | |
| Working Capital - EUR | (45,312) | | | (55,348) | |
| Revolving credit facility | (31,348) | | | (33,701) | |
| Total | (76,661) | | | (89,049) | |
Sensitivity analysis and derivative financial instruments breakdown:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | Scenario (i) VaR 99% I.C. 1 day | | Scenario (ii) Interest rate variation - 25% | | Scenario (iii) Interest rate variation - 50% |
| Contracts exposure | | Risk | | Current scenario | | Rate | | Effect on income | | Rate | | Effect on income | | Rate | | Effect on income |
| | | | | | | | | | | | | | | | |
| CDI | | Decrease | | 14.15 | % | | 14.08 | % | | (215) | | | 10.61 | % | | (10,550) | | | 7.08 | % | | (21,099) | |
| IPCA | | Increase | | 4.72 | % | | 4.73 | % | | (115) | | | 5.90 | % | | (17,857) | | | 7.08 | % | | (35,713) | |
| SOFR | | Increase | | 3.68 | % | | 3.68 | % | | (7) | | | 4.60 | % | | (1,664) | | | 5.52 | % | | (3,328) | |
| Euribor | | Increase | | 2.73 | % | | 2.73 | % | | (2) | | | 3.41 | % | | (523) | | | 4.09 | % | | (1,046) | |
| | | | | | | | (339) | | | | | (30,594) | | | | | (61,186) | |
Details of derivative instruments (Swap):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | June 30, 2026 | | December 31, 2026 |
| Instrument | | Risk factor | | Maturity | | Notional | | Fair value (Asset) - R$ | | Fair value (Liability) - R$ | | Fair value | | Notional | | Fair value (Asset) - R$ | | Fair value (Liability) - R$ | | Fair value |
| Swap | | IPCA | | 2027 - 2037 | | 474,168 | | | 594,253 | | | (696,006) | | | (101,753) | | | 672,843 | | | 805,029 | | | (922,938) | | | (117,909) | |
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
b1.Exchange rate risk:
Below are presented the risks related to the most significant exchange rates fluctuation given the relevance of these currencies in the Group’s operations and the stress analysis scenarios and VaR to measure the total exposure as well as the cash flow risk with B3 and the Chicago Mercantile Exchange. The Group discloses these exposures considering the fluctuations of a exchange rate in particular towards the functional currency of each subsidiary.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| USD | | EUR | | GBP |
| June 30, 2026 | | December 31, 2025 | | June 30, 2026 | | December 31, 2025 | | June 30, 2026 | | December 31, 2025 |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| Operating (including cash and cash equivalents, trade accounts receivable and sales orders) | 3,770,328 | | | 4,244,622 | | | 334,195 | | | 483,608 | | | 72,150 | | | 123,168 | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| Financial (including loans and financing) | (570,734) | | | (369,538) | | | (1,576) | | | (1,525) | | | — | | | (191) | |
| TOTAL EXPOSURE | 3,199,594 | | | 3,875,084 | | | 332,619 | | | 482,083 | | | 72,150 | | | 122,977 | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| Derivatives | 660,769 | | | 6,334 | | | 62,402 | | | 1,276 | | | (65,859) | | | (67,532) | |
| NET EXPOSURE | 3,860,363 | | | 3,881,418 | | | 395,021 | | | 483,359 | | | 6,291 | | | 55,445 | |
b1.Sensitivity analysis and derivative financial instruments breakdown:
b1.1USD - American dollars (amounts in thousands of US$):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Current exchange rate | | Scenario (i) VaR 99% C.I. 1 day | | Scenario (ii) Interest rate variation - 15% | | Scenario (iii) Interest rate variation - 30% |
| Exposure of US$ | | Risk | | | Exchange rate | | Effect on income | | Exchange rate | | Effect on income | | Exchange rate | | Effect on income |
| Operating | | Depreciation | | 1.00 | | | 0.98 | | | (65,230) | | | 0.85 | | | (565,549) | | | 0.70 | | | (1,131,098) | |
| Financial | | Appreciation | | 1.00 | | | 1.02 | | | (9,876) | | | 1.15 | | | (85,610) | | | 1.30 | | | (171,220) | |
| Derivatives | | Depreciation | | 1.00 | | | 0.98 | | | (11,432) | | | 0.85 | | | (99,115) | | | 0.70 | | | (198,231) | |
| | | | | | | | (86,538) | | | | | (750,274) | | | | | (1,500,549) | |
b1.2EUR - EURO (amounts in thousands of US$):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | Scenario (i) VaR 99% I.C. 1 day | | Scenario (ii) Interest rate variation - 15% | | Scenario (iii) Interest rate variation - 30% |
| Exposure of US$ | Risk | Current exchange rate | Exchange rate | | Effect on income | | Exchange rate | | Effect on income | | Exchange rate | | Effect on income |
| Operating | Depreciation | 1.14 | | 1.12 | | | (5,137) | | | 0.97 | | | (50,219) | | | 0.80 | | | (100,258) | |
| Financial | Appreciation | 1.14 | | 1.16 | | | (24) | | | 1.31 | | | (236) | | | 1.48 | | | (473) | |
| Derivatives | Depreciation | 1.14 | | 1.12 | | | (959) | | | 0.97 | | | (9,360) | | | 0.80 | | | (18,720) | |
| | | | | 6,120 | | | | | 59,815 | | | | | 119,451 | |
b1.3GBP - British Pound (amounts in thousands of US$):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | Scenario (i) VaR 99% I.C. 1 day | | Scenario (ii) Interest rate variation - 15% | | Scenario (iii) Interest rate variation - 30% |
| Exposure of US$ | Risk | Current exchange rate | Exchange rate | | Effect on income | | Exchange rate | | Effect on income | | Exchange rate | | Effect on income |
| Operating | Depreciation | 1.33 | | 1.31 | | | (1,121) | | | 1.13 | | | (10,822) | | | 0.93 | | | (21,645) | |
| | | | | | | | | | | | | |
| Derivatives | Appreciation | 1.33 | | 1.35 | | | (1,024) | | | 1.52 | | | (9,879) | | | 1.72 | | | (19,758) | |
| | | | | (2,145) | | | | | (20,701) | | | | | (41,403) | |
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
b 1.4 Derivative financial instruments outstanding:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | June 30, 2026 | | December 31, 2025 |
| Instrument | | Risk factor | | Nature | | Notional (US$) | | Fair value | | Notional (US$) | | Fair value |
| Future Contract | | American dollar | | Long | | 203,054 | | | 298 | | | 241,445 | | | (1,814) | |
| Deliverable Forwards | | American dollar | | Short | | (239,970) | | | (13,791) | | | (278,582) | | | 13,069 | |
| Non-Deliverable Forwards | | American dollar | | Long | | 697,685 | | | 11,005 | | | 43,471 | | | (4,467) | |
| Future Contract | | Euro | | Short | | (69,251) | | | 40 | | | (79,419) | | | 62 | |
| Deliverable Forwards | | Euro | | Long | | 140,777 | | | (331) | | | 103,646 | | | (2,039) | |
| Non-Deliverable Forwards | | Euro | | Short | | (9,124) | | | 235 | | | (22,591) | | | (55) | |
| Future Contract | | British pound | | Short | | (40,043) | | | 9 | | | (40,676) | | | 72 | |
| Deliverable Forwards | | British pound | | Short | | (25,816) | | | (257) | | | (26,856) | | | 129 | |
c.Commodity price risk
The Group operates globally (across the entire livestock protein chain and related business) and during the regular course of its operations is exposed to price fluctuations in feeder cattle, live cattle, lean hogs, corn, soybeans, and energy, especially in the North American, Australian and Brazilian markets. Commodity markets are characterized by volatility arising from external factors including climate, supply levels, transportation costs, agricultural policies and storage costs, among others. The Risk Management Department is responsible for mapping the exposures to commodity prices of the Company and proposing strategies to the Risk Management Committee, in order to mitigate such exposures.
c1.Position balance in commodities and corn contracts:
| | | | | | | | | | | | | | |
| Exposure in Commodities (Live Stock) - Expressed in contract quantity | | June 30, 2026 | | December 31, 2025 |
| OPERATING | | | | |
| Firm contracts | | 24,425 | | | 31,200 | |
| Subtotal | | 24,425 | | | 31,200 | |
| DERIVATIVES | | | | |
| Future contracts | | (3,650) | | | 7,348 | |
| Deliverable Forwards | | (24,674) | | | (41,942) | |
| | | | |
| Subtotal | | (28,324) | | | (34,594) | |
| NET EXPOSURE | | (3,899) | | | (3,394) | |
Sensitivity analysis as of June 30, 2026:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Scenario (i) VaR 99% I.C. 1 day | | Scenario (ii) Interest rate variation - 15% | | Scenario (iii) Interest rate variation - 30% |
| Exposure | | Risk | | Current price | | Price | | Effect on income | | Price | | Effect on income | | Price | | Effect on income |
| Operating | | Decrease | | 38 | | | 38 | | | (18,645) | | | 32 | | | (279,674) | | | 27 | | | (559,347) | |
| Derivatives | | Increase | | 35 | | | 36 | | | (18,293) | | | 41 | | | (274,396) | | | 46 | | | (548,792) | |
| | | | | | | | (36,938) | | | | | (554,069) | | | | | (1,108,139) | |
Derivatives financial instruments breakdown:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | June 30, 2026 | | December 31, 2025 |
| Instrument | | Risk factor | | Nature | | Quantity | | Fair value | | Quantity | | Fair value |
| Future Contracts | | Commodities (Live stocks) | | Short | | (3,650) | | | 431 | | | 7,348 | | | (346) | |
| Deliverable Forwards | | Commodities (Live stocks) | | Short | | (24,674) | | | (70,640) | | | (41,942) | | | (93,782) | |
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
| | | | | | | | | | | | | | |
| Exposure in Commodities (Grains and others) - Expressed in contract quantity | | June 30, 2026 | | December 31, 2025 |
| OPERATING | | | | |
| Purchase orders | | 6,292 | | | 5,403 | |
| Subtotal | | 6,292 | | | 5,403 | |
| DERIVATIVES | | | | |
| Future B3 | | 50,203 | | | 17,515 | |
| Future CME | | 300 | | | 155 | |
| Deliverable Forwards | | 19,483 | | | 32,783 | |
| Non Deliverable Forwards | | 438,827 | | | — | |
| Subtotal | | 508,813 | | | 50,453 | |
| NET EXPOSURE | | 515,104 | | | 55,856 | |
Sensitivity analysis as of June 30, 2026:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Scenario (i) VaR 99% I.C. 1 day | | Scenario (ii) Interest rate variation - 15% | | Scenario (iii) Interest rate variation - 30% |
| Exposure | | Risk | | Current price | | Price | | Effect on income | | Price | | Effect on income | | Price | | Effect on income |
| Operating | | Increase | | 24 | | | 24 | | | (3,913) | | | 28 | | | (58,694) | | | 31 | | | (117,389) | |
| Derivatives | | Decrease | | 6 | | | 6 | | | (8,355) | | | 5 | | | (125,322) | | | 4 | | | (250,644) | |
| | | | | | | | (12,268) | | | | | (184,016) | | | | | (368,033) | |
Derivatives financial instruments breakdown:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | June 30, 2026 | | December 31, 2025 |
| Instrument | | Risk factor | | Nature | | Quantity | | Fair value | | Quantity | | Fair value |
| Future Contracts | | Commodities (grains and others) | | Long | | 50,203 | | | 1,752 | | | 17,515 | | | (170) | |
| Deliverable Forwards | | Commodities (grains and others) | | Long | | 19,483 | | | 15,638 | | | 32,783 | | | 46,621 | |
| Future CME | | Commodities (grains and others) | | Short | | 300 | | | 456 | | | 155 | | | (45) | |
| Non Deliverable Forwards | | Commodities (grains and others) | | Long | | 438,827 | | | (1,857) | | | — | | | — | |
c2.Hedge accounting:
c2.1. Effects of hedge instruments on the financial information:
The indirect subsidiary Seara Alimentos Ltda. applies hedge accounting for gain purchase, aiming at bringing stability to the subsidiary's results. The designation of these instruments is based on the guidelines outlined in the Financial and Commodity Risk Management Policy defined by the Risk Management Committee and approved by the Board of Directors.
Below is shown the effects on income for the period, on other comprehensive income and on the balance sheet of derivative financial instruments contracted for hedging exchange rates, commodity prices and interest rates (cash flow and fair value hedges):
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | June 30, 2026 | | December 31, 2025 |
| Hedge result | | | | Asset | | | OCI | | | | | Liability | OCI |
| Grain hedge | | | | 491 | | | | 1,542 | | | | | | (15) | | (854) | |
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
d.Liquidity risk
The table below shows the contractual obligation amounts from financial liabilities of the Company according to their maturities:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| June 30, 2026 | | December 31, 2025 |
| Less than 1 year | | Between 1 and 3 years | | Between 4 and 5 years | | More than 5 years | | Total | | Less than 1 year | | Between 1 and 3 years | | Between 4 and 5 years | | More than 5 years | | Total |
| Trade accounts payable and supply chain finance | 7,047,210 | | | — | | | — | | | — | | | 7,047,210 | | | 7,332,559 | | | — | | | — | | | — | | | 7,332,559 | |
| Loans and financing | 1,334,897 | | | 841,785 | | | 1,545,992 | | | 18,928,015 | | | 22,650,689 | | | 833,085 | | | 249,115 | | | 794,458 | | | 19,213,910 | | | 21,090,568 | |
| Estimated interest on loans and financing (1) | 309,235 | | | 659,005 | | | 320,065 | | | 3,786,567 | | | 5,074,872 | | | 1,265,226 | | | 2,425,415 | | | 2,377,113 | | | 15,237,492 | | | 21,305,246 | |
| Derivatives liabilities | 116,808 | | | 101,901 | | | — | | | — | | | 218,709 | | | 156,405 | | | 114,376 | | | — | | | — | | | 270,781 | |
| Payments of leases | 368,699 | | | 619,220 | | | 364,469 | | | 780,964 | | | 2,133,352 | | | 354,887 | | | 520,701 | | | 351,036 | | | 861,409 | | | 2,088,033 | |
| Commodities and energy forward purchase contracts | 289,905 | | | 24,126,196 | | | 6,813,584 | | | 3,811,072 | | | 35,040,757 | | | 140,956 | | | 13,912,887 | | | 11,252,506 | | | 2,614,618 | | | 27,920,967 | |
(1)Includes interest on all loans and financing outstanding. Payments are estimated for variable rate debt based on effective interest rates on June 30, 2026 and December 31, 2025. Payments in foreign currencies are estimated using the June 30, 2026 and December 31, 2025 exchange rates.
The Group has future commitment for purchase of grains and cattle whose balances as of June 30, 2026 in the amount of US$34.3 billion (US$27.9 billion on December 31, 2025).
The Group has securities pledged as collateral for derivative transactions with the commodities and futures whose balance as of June 30, 2026 is in the amount of US$168,301 (US$159,562 on December 31, 2025). This guarantee is larger than its collateral.
The interest payments on variable interest rate loans and bond issues in the table above reflect market forward interest rates at the reporting date and these amounts may change as market interest rates change. The future cash flows on derivative instruments may be different from the amount in the above table as interest rates and exchange rates or the relevant conditions underlying the contingency change. Except for these financial liabilities, it is not expected that the cash flows included in the maturity analysis could occur significantly earlier, or at significantly different amounts.
26 Supplemental financial information
The Group’s income and cash flow are generated by its subsidiaries. As a result, funds necessary to meet the Group's debt service obligations, including its obligations as the issuer under its existing senior unsecured notes, are provided in large part by distributions or advances from its subsidiaries. Under certain circumstances, contractual and legal restrictions, as well as the Group's financial condition and operating requirements and those of certain subsidiaries, could limit the Group’s ability to obtain cash for the purpose of meeting its debt service obligations, including the payment of principal and interest on its Senior Unsecured Notes.
In compliance with the reporting covenant under the indentures governing the Senior Unsecured Notes, the financial information set forth below is presented under the following column headings: Restricted Subsidiaries and Unrestricted Subsidiaries.
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
Restricted Subsidiaries consist of all of the Group’s subsidiaries, except the Unrestricted Subsidiaries. Unrestricted Subsidiaries are: JBS Wisconsin Properties and its subsidiaries (including PPC), JBS Captive Insurance and Moyer Distribution.
Consolidated statements of financial position:
| | | | | | | | | | | | | | | | | | | | | | | |
| June 30, 2026 |
| Restricted subsidiaries | | Unrestricted subsidiaries | | Eliminations | | Total |
| ASSETS | | | | | | | |
| CURRENT ASSETS | | | | | | | |
| Cash and cash equivalents | 3,078,875 | | | 390,245 | | | — | | | 3,469,120 | |
| Margin cash | 158,320 | | | 9,981 | | | — | | | 168,301 | |
| Trade accounts receivable | 2,603,111 | | | 960,753 | | | (8,421) | | | 3,555,443 | |
| Inventories | 5,877,189 | | | 1,119,011 | | | — | | | 6,996,200 | |
| Biological assets | 1,255,875 | | | 554,400 | | | — | | | 1,810,275 | |
| Recoverable taxes | 873,296 | | | 215,558 | | | — | | | 1,088,854 | |
| Derivative assets | 96,555 | | | 21,615 | | | — | | | 118,170 | |
| Other current assets | 351,480 | | | 230,241 | | | (31,313) | | | 550,408 | |
| TOTAL CURRENT ASSETS | 14,294,701 | | | 3,501,804 | | | (39,734) | | | 17,756,771 | |
| | | | | | | |
| NON-CURRENT ASSETS | | | | | | | |
| Long-term investments | 50,949 | | | — | | | — | | | 50,949 | |
| Recoverable taxes | 2,085,715 | | | — | | | — | | | 2,085,715 | |
| Biological assets | 287,935 | | | 372,131 | | | — | | | 660,066 | |
| Related party receivables | 32,709 | | | — | | | — | | | 32,709 | |
| Deferred income taxes | 626,655 | | | 29,412 | | | — | | | 656,067 | |
| Other non-current assets | 412,845 | | | 151,043 | | | — | | | 563,888 | |
| | | | | | | |
| | | | | | | |
| Investments in equity-accounted investees | 3,311,591 | | | — | | | (3,085,928) | | | 225,663 | |
| Property, plant and equipment | 10,615,458 | | | 3,800,539 | | | — | | | 14,415,997 | |
| Right of use assets | 1,387,704 | | | 234,143 | | | — | | | 1,621,847 | |
| Intangible assets | 937,023 | | | 847,764 | | | — | | | 1,784,787 | |
| Goodwill | 4,668,815 | | | 1,315,102 | | | — | | | 5,983,917 | |
| | | | | | | |
| TOTAL NON-CURRENT ASSETS | 24,417,399 | | | 6,750,134 | | | (3,085,928) | | | 28,081,605 | |
| | | | | | | |
| TOTAL ASSETS | 38,712,100 | | | 10,251,938 | | | (3,125,662) | | | 45,838,376 | |
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
| | | | | | | | | | | | | | | | | | | | | | | |
| June 30, 2026 |
| Restricted subsidiaries | | Unrestricted subsidiaries | | Eliminations | | Total |
| LIABILITIES AND EQUITY | | | | | | | |
| CURRENT LIABILITIES | | | | | | | |
| Trade accounts payable | 4,182,907 | | | 1,676,895 | | | (8,140) | | | 5,851,662 | |
| Supply chain finance | 955,242 | | | 240,306 | | | — | | | 1,195,548 | |
| Loans and financing | 1,291,033 | | | 43,864 | | | — | | | 1,334,897 | |
| Income taxes | 28,336 | | | 94,587 | | | — | | | 122,923 | |
| Other taxes payable | 169,025 | | | 18,588 | | | — | | | 187,613 | |
| Payroll and social charges | 1,040,133 | | | 338,198 | | | — | | | 1,378,331 | |
| Lease liabilities | 306,773 | | | 61,926 | | | — | | | 368,699 | |
| Dividends payable | 117 | | | — | | | — | | | 117 | |
| Provisions for legal proceedings | 38,325 | | | 182,106 | | | — | | | 220,431 | |
| Derivative liabilities | 103,629 | | | 13,179 | | | — | | | 116,808 | |
| Other current liabilities | 629,386 | | | 207,794 | | | (31,594) | | | 805,586 | |
| TOTAL CURRENT LIABILITIES | 8,744,906 | | | 2,877,443 | | | (39,734) | | | 11,582,615 | |
| | | | | | | |
| NON-CURRENT LIABILITIES | | | | | | | |
| Loans and financing | 18,455,982 | | | 2,859,810 | | | — | | | 21,315,792 | |
| Income and other taxes payable | 401,062 | | | 23,374 | | | — | | | 424,436 | |
| Payroll and social charges | 335,598 | | | 2,207 | | | — | | | 337,805 | |
| Lease liabilities | 1,236,256 | | | 189,262 | | | — | | | 1,425,518 | |
| Deferred income taxes | 715,129 | | | 459,953 | | | — | | | 1,175,082 | |
| Provisions for legal proceedings | 223,544 | | | — | | | — | | | 223,544 | |
| Related party payable | 142,536 | | | — | | | — | | | 142,536 | |
| Derivative liabilities | 101,901 | | | — | | | — | | | 101,901 | |
| Other non-current liabilities | 42,810 | | | 7,276 | | | — | | | 50,086 | |
| TOTAL NON-CURRENT LIABILITIES | 21,654,818 | | | 3,541,882 | | | — | | | 25,196,700 | |
| | | | | | | |
| EQUITY | | | | | | | |
| Share capital - common shares | 5,209,931 | | | 1,352,355 | | | (6,520,726) | | | 41,560 | |
| Reserves | 2,824,158 | | | 1,805,301 | | | 3,434,798 | | | 8,064,257 | |
| | | | | | | |
| Undistributed results | 190,213 | | | (71,728) | | | — | | | 118,485 | |
| | | | | | | |
| Attributable to company shareholders | 8,224,302 | | | 3,085,928 | | | (3,085,928) | | | 8,224,302 | |
| Attributable to non-controlling interest | 88,074 | | | 746,685 | | | — | | | 834,759 | |
| TOTAL EQUITY | 8,312,376 | | | 3,832,613 | | | (3,085,928) | | | 9,059,061 | |
| TOTAL LIABILITIES AND EQUITY | 38,712,100 | | | 10,251,938 | | | (3,125,662) | | | 45,838,376 | |
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
| | | | | | | | | | | | | | | | | | | | | | | |
| December 31, 2025 |
| Restricted subsidiaries | | Unrestricted subsidiaries | | Eliminations | | Total |
| ASSETS | | | | | | | |
| CURRENT ASSETS | | | | | | | |
| Cash and cash equivalents | 3,921,730 | | | 643,406 | | | — | | | 4,565,136 | |
| Margin cash | 159,048 | | | 514 | | | — | | | 159,562 | |
| Trade accounts receivable | 3,055,286 | | | 1,188,544 | | | (11,906) | | | 4,231,924 | |
| Dividends receivable | 1,465 | | | — | | | — | | | 1,465 | |
| Inventories | 4,949,488 | | | 1,157,677 | | | — | | | 6,107,165 | |
| Biological assets | 1,288,243 | | | 538,523 | | | — | | | 1,826,766 | |
| Recoverable taxes | 721,761 | | | 241,507 | | | (6,057) | | | 957,211 | |
| Derivative assets | 140,971 | | | 14,631 | | | — | | | 155,602 | |
| Other current assets | 242,811 | | | 202,424 | | | (11,863) | | | 433,372 | |
| TOTAL CURRENT ASSETS | 14,480,803 | | | 3,987,226 | | | (29,826) | | | 18,438,203 | |
| | | | | | | |
| NON-CURRENT ASSETS | | | | | | | |
| Long-term investments | 45,780 | | | — | | | — | | | 45,780 | |
| Recoverable taxes | 1,874,572 | | | — | | | — | | | 1,874,572 | |
| Biological assets | 256,583 | | | 355,216 | | | — | | | 611,799 | |
| Related party receivables | 41,231 | | | — | | | — | | | 41,231 | |
| Deferred income taxes | 516,308 | | | 31,474 | | | (768) | | | 547,014 | |
| Other non-current assets | 378,828 | | | 109,975 | | | — | | | 488,803 | |
| | | | | | | |
| | | | | | | |
| Investments in equity-accounted investees | 3,198,779 | | | — | | | (3,027,167) | | | 171,612 | |
| Property, plant and equipment | 10,077,519 | | | 3,568,139 | | | — | | | 13,645,658 | |
| Right of use assets | 1,370,826 | | | 242,821 | | | — | | | 1,613,647 | |
| Intangible assets | 942,690 | | | 882,902 | | | — | | | 1,825,592 | |
| Goodwill | 4,513,691 | | | 1,338,884 | | | — | | | 5,852,575 | |
| | | | | | | |
| TOTAL NON-CURRENT ASSETS | 23,216,807 | | | 6,529,411 | | | (3,027,935) | | | 26,718,283 | |
| | | | | | | |
| TOTAL ASSETS | 37,697,610 | | | 10,516,637 | | | (3,057,761) | | | 45,156,486 | |
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
| | | | | | | | | | | | | | | | | | | | | | | |
| December 31, 2025 |
| Restricted subsidiaries | | Unrestricted subsidiaries | | Eliminations | | Total |
| LIABILITIES AND EQUITY | | | | | | | |
| CURRENT LIABILITIES | | | | | | | |
| Trade accounts payable | 4,313,158 | | | 1,895,272 | | | (1,033) | | | 6,198,100 | |
| Supply chain finance | 1,134,459 | | | — | | | — | | | 1,134,459 | |
| Loans and financing | 781,928 | | | 51,157 | | | — | | | 833,085 | |
| Income taxes | 170,093 | | | 123,994 | | | (6,057) | | | 288,030 | |
| Other taxes payable | 119,893 | | | 33,066 | | | — | | | 152,959 | |
| Payroll and social charges | 1,072,999 | | | 48,716 | | | — | | | 1,560,159 | |
| Lease liabilities | 294,217 | | | 6,067 | | | — | | | 354,887 | |
| Dividends payable | — | | | — | | | — | | | — | |
| Provisions for legal proceedings | 159,217 | | | — | | | — | | | 159,217 | |
| Derivative liabilities | 152,218 | | | 4,187 | | | — | | | 156,405 | |
| Other current liabilities | 398,770 | | | 319,178 | | | (13,439) | | | 704,509 | |
| TOTAL CURRENT LIABILITIES | 8,596,952 | | | 2,481,637 | | | (20,529) | | | 11,541,810 | |
| | | | | | | |
| NON-CURRENT LIABILITIES | | | | | | | |
| Loans and financing | 17,166,293 | | | 3,091,190 | | | — | | | 20,257,483 | |
| Income and other taxes payable | 385,147 | | | 2,258 | | | — | | | 407,727 | |
| Payroll and social charges | 303,900 | | | (15,835) | | | — | | | 288,065 | |
| Lease liabilities | 1,212,245 | | | 200,153 | | | — | | | 1,412,398 | |
| Deferred income taxes | 695,746 | | | 474,322 | | | (768) | | | 1,169,300 | |
| Provisions for legal proceedings | 209,358 | | | — | | | — | | | 209,358 | |
| Related party payable | 190,998 | | | — | | | — | | | 190,998 | |
| Derivative liabilities | 114,376 | | | — | | | — | | | 114,376 | |
| Other non-current liabilities | 34,138 | | | 8,042 | | | — | | | 42,180 | |
| TOTAL NON-CURRENT LIABILITIES | 20,312,201 | | | 3,760,130 | | | (768) | | | 24,091,885 | |
| | | | | | | |
| EQUITY | | | | | | | |
| Share capital - common shares | 5,145,820 | | | 1,351,259 | | | (6,461,965) | | | 35,114 | |
| Reserves | 6,803,802 | | | (221,108) | | | — | | | 6,582,694 | |
| Undistributed results | (3,246,042) | | | 1,897,016 | | | 3,434,798 | | | 2,085,772 | |
| Attributable to company shareholders | 8,703,580 | | | 3,027,167 | | | (3,027,167) | | | 8,703,580 | |
| Attributable to non-controlling interest | 84,877 | | | 734,334 | | | — | | | 819,211 | |
| TOTAL EQUITY | 8,788,457 | | | 3,761,501 | | | (3,027,167) | | | 9,522,791 | |
| TOTAL LIABILITIES AND EQUITY | 37,697,610 | | | 10,003,268 | | | (3,048,464) | | | 45,156,486 | |
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
Consolidated statements of income:
| | | | | | | | | | | | | | | | | | | | | | | |
| Six-month period ended June 30, 2026 |
| Restricted subsidiaries | | Unrestricted subsidiaries | | Eliminations | | Total |
| | | | | | | |
| NET REVENUE | 36,439,203 | | | 9,153,043 | | | (84,041) | | | 45,508,205 | |
| Cost of sales | (32,761,445) | | | (7,918,312) | | | 84,041 | | | (40,595,716) | |
| GROSS PROFIT | 3,677,758 | | | 1,234,731 | | | — | | | 4,912,489 | |
| | | | | | | |
| General and administrative expenses | (714,352) | | | (429,397) | | | — | | | (1,143,749) | |
| Selling expenses | (2,152,937) | | | (560,590) | | | — | | | (2,713,527) | |
| Other income | 59,768 | | | 10,043 | | | — | | | 69,811 | |
| Other expenses | (24,071) | | | (19,357) | | | — | | | (43,428) | |
| NET OPERATING EXPENSES | (2,831,592) | | | (999,301) | | | — | | | (3,830,893) | |
| | | | | | | |
| OPERATING PROFIT | 846,166 | | | 235,430 | | | — | | | 1,081,596 | |
| | | | | | | |
| Finance income | 277,034 | | | 30,794 | | | — | | | 307,828 | |
| Finance expense | (1,201,370) | | | (116,239) | | | — | | | (1,317,609) | |
| NET FINANCE EXPENSE | (924,336) | | | (85,445) | | | — | | | (1,009,781) | |
| | | | | | | |
| Share of profit of equity-accounted investees, net of tax | 14,794 | | | — | | | — | | | 14,794 | |
| | | | | | | |
| PROFIT (LOSS) BEFORE TAXES | (63,376) | | | 149,985 | | | — | | | 86,609 | |
| | | | | | | |
| Current income taxes | (10,007) | | | (41,864) | | | — | | | (51,871) | |
| Deferred income taxes | 105,024 | | | 5,653 | | | — | | | 110,677 | |
| TOTAL INCOME TAXES | 95,017 | | | (36,211) | | | — | | | 58,806 | |
| NET INCOME (LOSS) | 31,641 | | | 113,774 | | | — | | | 145,415 | |
| | | | | | | |
| ATTRIBUTABLE TO: | | | | | | | |
| Company shareholders | 25,090 | | | 93,395 | | | — | | | 118,485 | |
| Non-controlling interest | 6,551 | | | 20,379 | | | — | | | 26,930 | |
| 31,641 | | | 113,774 | | | — | | | 145,415 | |
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
| | | | | | | | | | | | | | | | | | | | | | | |
| Three-month period ended June 30, 2026 |
| Restricted subsidiaries | | Unrestricted subsidiaries | | Eliminations | | Total |
| | | | | | | |
| NET REVENUE | 19,326,455 | | | 4,623,455 | | | (50,330) | | | 23,899,580 | |
| Cost of sales | (17,359,139) | | | (4,002,870) | | | 50,330 | | | (21,311,679) | |
| GROSS PROFIT | 1,967,316 | | | 620,585 | | | — | | | 2,587,901 | |
| | | | | | | |
| General and administrative expenses | (333,353) | | | (254,772) | | | — | | | (588,125) | |
| Selling expenses | (1,121,215) | | | (289,766) | | | — | | | (1,410,981) | |
| Other income | 21,112 | | | 7,015 | | | — | | | 28,127 | |
| Other expenses | (5,849) | | | (13,964) | | | — | | | (19,813) | |
| NET OPERATING EXPENSES | (1,439,305) | | | (551,487) | | | — | | | (1,990,792) | |
| | | | | | | |
| OPERATING PROFIT | 528,011 | | | 69,098 | | | — | | | 597,109 | |
| | | | | | | |
| Finance income | 122,525 | | | 13,126 | | | — | | | 135,651 | |
| Finance expense | (767,937) | | | (63,286) | | | — | | | (831,223) | |
| NET FINANCE EXPENSE | (645,412) | | | (50,160) | | | — | | | (695,572) | |
| | | | | | | |
| Share of profit of equity-accounted investees, net of tax | (123,621) | | | — | | | — | | | (123,621) | |
| | | | | | | |
| PROFIT (LOSS) BEFORE TAXES | (241,022) | | | 18,938 | | | — | | | (222,084) | |
| | | | | | | |
| Current income taxes | (11,243) | | | (6,858) | | | — | | | (18,101) | |
| Deferred income taxes | 143,287 | | | 723 | | | — | | | 144,010 | |
| TOTAL INCOME TAXES | 132,044 | | | (6,135) | | | — | | | 125,909 | |
| NET INCOME (LOSS) | (108,978) | | | 12,803 | | | — | | | (96,175) | |
| | | | | | | |
| ATTRIBUTABLE TO: | | | | | | | |
| Company shareholders | (112,689) | | | 10,580 | | | — | | | (102,109) | |
| Non-controlling interest | 3,711 | | | 2,223 | | | — | | | 5,934 | |
| (108,978) | | | 12,803 | | | — | | | (96,175) | |
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
| | | | | | | | | | | | | | | | | | | | | | | |
| Six-month period ended June 30, 2025 |
| Restricted subsidiaries | | Unrestricted subsidiaries | | Eliminations | | Total |
| | | | | | | |
| NET REVENUE | 31,395,837 | | | 9,214,898 | | | (86,559) | | | 40,524,176 | |
| Cost of sales | (27,671,997) | | | (7,481,666) | | | 86,559 | | | (35,067,104) | |
| GROSS PROFIT | 3,723,840 | | | 1,733,232 | | | — | | | 5,457,072 | |
| | | | | | | |
| General and administrative expenses | (752,599) | | | (326,112) | | | — | | | (1,078,711) | |
| Selling expenses | (1,926,466) | | | (468,171) | | | — | | | (2,394,637) | |
| Other income | 40,754 | | | 7,316 | | | — | | | 48,070 | |
| Other expenses | (16,925) | | | (26,874) | | | — | | | (43,799) | |
| NET OPERATING EXPENSES | (2,655,236) | | | (813,841) | | | — | | | (3,469,077) | |
| | | | | | | |
| OPERATING PROFIT | 1,068,604 | | | 919,391 | | | — | | | 1,987,995 | |
| | | | | | | |
| Finance income | 249,440 | | | 55,657 | | | — | | | 305,097 | |
| Finance expense | (759,879) | | | (113,168) | | | — | | | (873,047) | |
| NET FINANCE EXPENSE | (510,439) | | | (57,511) | | | — | | | (567,950) | |
| | | | | | | |
| Share of profit of equity-accounted investees, net of tax | 10,556 | | | — | | | — | | | 10,556 | |
| | | | | | | |
| PROFIT BEFORE TAXES | 568,721 | | | 861,880 | | | — | | | 1,430,601 | |
| | | | | | | |
| Current income taxes | (158,249) | | | (232,208) | | | — | | | (390,457) | |
| Deferred income taxes | 90,584 | | | 19,920 | | | — | | | 110,504 | |
| TOTAL INCOME TAXES | (67,665) | | | (212,288) | | | — | | | (279,953) | |
| NET INCOME | 501,056 | | | 649,592 | | | — | | | 1,150,648 | |
| | | | | | | |
| ATTRIBUTABLE TO: | | | | | | | |
| Company shareholders | 494,483 | | | 533,820 | | | — | | | 1,028,303 | |
| Non-controlling interest | 6,573 | | | 115,772 | | | — | | | 122,345 | |
| 501,056 | | | 649,592 | | | — | | | 1,150,648 | |
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
| | | | | | | | | | | | | | | | | | | | | | | |
| Three-month period ended June 30, 2025 |
| Restricted subsidiaries | | Unrestricted subsidiaries | | Eliminations | | Total |
| | | | | | | |
| NET REVENUE | 16,285,662 | | | 4,754,579 | | | (42,585) | | | 20,997,656 | |
| Cost of sales | (14,396,821) | | | (3,810,899) | | | 42,585 | | | (18,165,135) | |
| GROSS PROFIT | 1,888,841 | | | 943,680 | | | — | | | 2,832,521 | |
| | | | | | | |
| General and administrative expenses | (330,580) | | | (191,704) | | | — | | | (522,284) | |
| Selling expenses | (972,216) | | | (234,824) | | | — | | | (1,207,040) | |
| Other income | 13,208 | | | 4,517 | | | — | | | 17,725 | |
| Other expenses | (7,130) | | | (8,712) | | | — | | | (15,842) | |
| NET OPERATING EXPENSES | (1,296,718) | | | (430,723) | | | — | | | (1,727,441) | |
| | | | | | | |
| OPERATING PROFIT | 592,123 | | | 512,957 | | | — | | | 1,105,080 | |
| | | | | | | |
| Finance income | 47,666 | | | 21,771 | | | — | | | 69,437 | |
| Finance expense | (384,468) | | | (61,373) | | | — | | | (445,841) | |
| NET FINANCE EXPENSE | (336,802) | | | (39,602) | | | — | | | (376,404) | |
| | | | | | | |
| Share of profit of equity-accounted investees, net of tax | 7,821 | | | — | | | — | | | 7,821 | |
| | | | | | | |
| PROFIT BEFORE TAXES | 263,142 | | | 473,355 | | | — | | | 736,497 | |
| | | | | | | |
| Current income taxes | (38,295) | | | (127,371) | | | — | | | (165,666) | |
| Deferred income taxes | 14,991 | | | 8,492 | | | — | | | 23,483 | |
| TOTAL INCOME TAXES | (23,304) | | | (118,879) | | | — | | | (142,183) | |
| NET INCOME | 239,838 | | | 354,476 | | | — | | | 594,314 | |
| | | | | | | |
| ATTRIBUTABLE TO: | | | | | | | |
| Company shareholders | 236,907 | | | 291,172 | | | — | | | 528,079 | |
| Non-controlling interest | 2,931 | | | 63,304 | | | — | | | 66,235 | |
| 239,838 | | | 354,476 | | | — | | | 594,314 | |
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
Consolidated statements of comprehensive income:
| | | | | | | | | | | | | | | | | | | | | | | |
| Six-month period ended June 30, 2026 |
| Restricted subsidiaries | | Unrestricted subsidiaries | | Eliminations | | Total |
| | | | | | | |
| Net income (loss) | 31,641 | | | 113,774 | | | — | | | 145,415 | |
| | | | | | | |
| Other comprehensive income | | | | | | | |
| Items that are or may be subsequently reclassified to statement of income: | | | | | | | |
| Gain (loss) on foreign currency translation adjustments | 384,337 | | | (54,408) | | | — | | | 329,929 | |
| Gain (loss) on cash flow hedge | 2,007 | | | — | | | — | | | 2,007 | |
| Deferred income tax on gain (loss) on cash flow hedge | 815 | | | — | | | — | | | 815 | |
| Other fair value adjustments through other comprehensive income | (396) | | | 396 | | | — | | | — | |
| Items that will not be reclassified to statement of income: | | | | | | | |
| Gains associated with pension and other postretirement benefit obligations | (57) | | | (956) | | | — | | | (1,013) | |
| Income tax on gain associated with pension and other postretirement benefit obligations | 317 | | | — | | | — | | | 317 | |
| Total other comprehensive income (loss) | 387,023 | | | (54,968) | | | — | | | 332,055 | |
| | | | | | | |
| Comprehensive Income (loss) | 418,664 | | | 58,806 | | | — | | | 477,470 | |
| Comprehensive Income on subsidiaries | 58,806 | | | — | | | (58,806) | | | — | |
| 477,470 | | | 58,806 | | | (58,806) | | | 477,470 | |
| | | | | | | |
| Total comprehensive income attributable to: | | | | | | | |
| Company shareholders | 471,371 | | | 48,454 | | | (58,806) | | | 461,019 | |
| Non-controlling interest | 6,099 | | | 10,352 | | | — | | | 16,451 | |
| 477,470 | | | 58,806 | | | (58,806) | | | 477,470 | |
| | | | | | | | | | | | | | | | | | | | | | | |
| Three-month period ended June 30, 2026 |
| Restricted subsidiaries | | Unrestricted subsidiaries | | Eliminations | | Total |
| | | | | | | |
| Net income (loss) | (108,978) | | | 12,803 | | | — | | | (96,175) | |
| | | | | | | |
| Other comprehensive income | | | | | | | |
| Items that are or may be subsequently reclassified to statement of income: | | | | | | | |
| Gain (loss) on foreign currency translation adjustments | 10,670 | | | 8,901 | | | — | | | 19,571 | |
| Gain (loss) on cash flow hedge | 1,698 | | | — | | | — | | | 1,698 | |
| Deferred income tax on gain (loss) on cash flow hedge | 433 | | | — | | | — | | | 433 | |
| Other fair value adjustments through other comprehensive income | 45 | | | (45) | | | — | | | — | |
| Items that will not be reclassified to statement of income: | | | | | | | |
| Gains associated with pension and other postretirement benefit obligations | 152 | | | (188) | | | — | | | (36) | |
| Income tax on gain associated with pension and other postretirement benefit obligations | 61 | | | — | | | — | | | 61 | |
| Total other comprehensive income (loss) | 13,059 | | | 8,668 | | | — | | | 21,727 | |
| | | | | | | |
| Comprehensive Income (loss) | (95,919) | | | 21,471 | | | — | | | (74,448) | |
| Comprehensive Income on subsidiaries | 21,471 | | | — | | | (21,471) | | | — | |
| (74,448) | | | 21,471 | | | (21,471) | | | (74,448) | |
| | | | | | | |
| Total comprehensive income attributable to: | | | | | | | |
| Company shareholders | (77,819) | | | 17,787 | | | (21,471) | | | (81,503) | |
| Non-controlling interest | 3,371 | | | 3,684 | | | — | | | 7,055 | |
| (74,448) | | | 21,471 | | | (21,471) | | | (74,448) | |
Notes to the unaudited condensed consolidated financial information for the six-month period ended June 30, 2026 and 2025 (Expressed in thousands of United States dollar)
| | | | | | | | | | | | | | | | | | | | | | | |
| Six-month period ended June 30, 2025 |
| Restricted subsidiaries | | Unrestricted subsidiaries | | Eliminations | | Total |
| | | | | | | |
| Net income | 501,056 | | | 649,592 | | | — | | | 1,150,648 | |
| | | | | | | |
| Other comprehensive income | | | | | | | |
| Items that are or may be subsequently reclassified to statement of income: | | | | | | | |
| Gain on foreign currency translation adjustments | 642,291 | | | 324,957 | | | — | | | 967,248 | |
| Gain (loss) on cash flow hedge | (3,072) | | | 3,034 | | | — | | | (38) | |
| Deferred income tax on gain (loss) on cash flow hedge | (53) | | | — | | | — | | | (53) | |
| Other fair value adjustments through other comprehensive income | (35) | | | — | | | — | | | (35) | |
| Items that will not be reclassified to statement of income: | | | | | | | |
| Gains associated with pension and other postretirement benefit obligations | (103) | | | 509 | | | — | | | 406 | |
| Income tax on gain associated with pension and other postretirement benefit obligations | 53 | | | — | | | | | 53 | |
| Total other comprehensive income | 639,081 | | | 328,500 | | | — | | | 967,581 | |
| | | | | | | |
| Comprehensive Income (loss) | 1,140,137 | | | 978,092 | | | — | | | 2,118,229 | |
| Comprehensive Income on subsidiaries | 978,092 | | | — | | | (978,092) | | | — | |
| 2,118,229 | | | 978,092 | | | (978,092) | | | 2,118,229 | |
| | | | | | | |
| Total comprehensive income attributable to: | | | | | | | |
| Company shareholders | 2,314,172 | | | 804,265 | | | (978,092) | | | 2,140,345 | |
| Non-controlling interest | (195,943) | | | 173,827 | | | — | | | (22,116) | |
| 2,118,229 | | | 978,092 | | | (978,092) | | | 2,118,229 | |
| | | | | | | | | | | | | | | | | | | | | | | |
| Three-month period ended June 30, 2025 |
| Restricted subsidiaries | | Unrestricted subsidiaries | | Eliminations | | Total |
| | | | | | | |
| Net income | 239,838 | | | 354,476 | | | — | | | 594,314 | |
| | | | | | | |
| Other comprehensive income | | | | | | | |
| Items that are or may be subsequently reclassified to statement of income: | | | | | | | |
| Gain on foreign currency translation adjustments | 149,796 | | | 239,773 | | | — | | | 389,569 | |
| Gain (loss) on cash flow hedge | (1,826) | | | 1,412 | | | — | | | (414) | |
| Deferred income tax on gain (loss) on cash flow hedge | 41 | | | — | | | — | | | 41 | |
| Other fair value adjustments through other comprehensive income | (10) | | | — | | | — | | | (10) | |
| Items that will not be reclassified to statement of income: | | | | | | | |
| Gains associated with pension and other postretirement benefit obligations | (179) | | | 1,079 | | | — | | | 900 | |
| Income tax on gain associated with pension and other postretirement benefit obligations | 69 | | | — | | | — | | | 69 | |
| Total other comprehensive income | 147,891 | | | 242,264 | | | — | | | 390,155 | |
| | | | | | | |
| Comprehensive Income (loss) | 387,729 | | | 596,740 | | | — | | | 984,469 | |
| Comprehensive Income on subsidiaries | 596,740 | | | — | | | (596,740) | | | — | |
| 984,469 | | | 596,740 | | | (596,740) | | | 984,469 | |
| | | | | | | |
| Total comprehensive income attributable to: | | | | | | | |
| Company shareholders | 1,045,446 | | | 490,724 | | | (596,740) | | | 939,430 | |
| Non-controlling interest | (60,977) | | | 106,016 | | | — | | | 45,039 | |
| 984,469 | | | 596,740 | | | (596,740) | | | 984,469 | |
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
This section contains forward-looking statements that involve risks and uncertainties. Our actual results may differ significantly from those discussed in the forward-looking statements for several reasons, including those described under “Cautionary Statement Regarding Forward-Looking Statements” above, in Part II, Item 1A of this Quarterly Report and in the section entitled “Item 3. Key Information—D. Risk Factors” in our Form 20-F.
This section should be read in conjunction with, and is qualified in its entirety by reference to: (1) JBS N.V.’s unaudited condensed consolidated interim financial information as of June 30, 2026 and for the three- and six-month periods ended June 30, 2026 and 2025, and the related notes thereto (our “unaudited interim financial statements”), which are included in Part I, Item I of this Quarterly Report; (2) JBS N.V.’s audited consolidated financial statements as of December 31, 2025 and 2024 and for each of the years in the three-year period ended December 31, 2025, and the related notes thereto, which are included in our Form 20-F (our “audited financial statements” and, together with our unaudited interim financial statements, our “financial statements”); and (3) the information presented under the section of our Form 20-F entitled “Presentation of Financial and Other Information.”
Overview
We are the largest protein company and one of the largest food companies in the world in terms of net revenue for the year ended December 31, 2025, according to Bloomberg’s Food Index and publicly available sources. Our net revenue was US$45.5 billion and US$40.5 billion for the six-month periods ended June 30, 2026 and 2025, respectively, and US$86.2 billion, US$77.2 billion and US$72.9 billion for the years ended December 31, 2025, 2024 and 2023, respectively. We recorded a net income of US$145.4 million and US$1.2 billion for the six-month period ended June 30, 2026 and 2025, respectively. We recorded a net income of US$2.2 billion for the year ended December 31, 2025, a net income of US$2.0 billion for the year ended December 31, 2024, and a net loss of US$0.1 billion for the year ended December 31, 2023. Our Adjusted EBITDA was US$2.6 billion and US$3.3 billion for the six-month periods ended June 30, 2026 and 2025, respectively, and US$6.8 billion, US$7.2 billion and US$3.5 billion for the years ended December 31, 2025, 2024 and 2023, respectively. Through strategic acquisitions and capital investment, we have created a diversified global platform that allows us to prepare, package and deliver fresh and frozen, value-added and branded beef, poultry, pork, fish, lamb and egg products to leading retailers and foodservice customers. We sell our products to more than 330,000 customers worldwide in approximately 197 countries on six continents.
As of June 30, 2026, we were:
•the #1 global beef producer in terms of capacity, according to Nebraska Public Media, with operations in the United States, Australia, Canada and Brazil and an aggregate daily processing capacity of more than 78,000 heads of cattle;
•the #1 global poultry producer in terms of capacity, with operations in the United States, Brazil, United Kingdom, Mexico, Puerto Rico and Europe, and an aggregate daily processing capacity of more than 14.0 million chickens according to WATT Poultry, a global resource for the poultry meat industries;
•the #2 largest global pork producer in terms of capacity, with operations in the United States, Brazil, the United Kingdom, Australia and Europe, and an aggregate daily processing capacity of more than 149,000 hogs according to WATT Poultry;
•a leading lamb producer in terms of capacity, according to Levante, with operations in Australia and Europe and an aggregate daily processing capacity of more than 23,500 heads;
•a leading regional fish producer in terms of capacity, according to Forbes, with operations in Australia and an aggregate daily processing capacity of approximately 200 tons;
•a leading table eggs producer in Brazil, with operation in six Brazilian states, and an aggregate capacity of approximately 4 billion table eggs per year; and
•a significant global producer of value-added and branded meat products.
We primarily sell protein products, which include fresh and frozen cuts of beef, pork, lamb, fish, whole chickens, chicken parts and egg, to retailers (such as supermarkets, club stores and other retail distributors), and foodservice companies (such as restaurants, hotels, foodservice distributors and additional processors). Our food products are marketed under a variety of national and regional brands, including: in North America, “Swift,” “Just Bare,” “Pilgrim’s Pride,” “1855,” “Grass Run Garm,” “Gold Kist Farms,” “Gold’n Plump,” “Del Dia,” “La Herencia,” “Mantiqueira,” “Principe,” “Sampco” and premium brands “Sunnyvalley,” and “Imperial American Wagiu Beef;” in Brazil, “Swift,” “Seara,” “Friboi,” “Maturatta,” “Massa Leve,” “Marba,” “Doriana,” “Delícia,” “Primor,” “Incrível,” “Rezende,” “Mantiqueira,” and premium brands “1953 Friboi,” “Black Friboi,” “Seara Gourmet,” “Hans” and “Eder”; in Australia, “Swift” and “Great Southern”; and in Europe, “Moy Park,” “Richmond,” “Fridge Riders,” “Denny,” “Rollover” and “Oak House Foods”. We also produce value-added and branded products marketed, primarily under our portfolio of widely recognized consumer brands in some of our key markets, including “Seara” in Brazil, “Primo,” “Rivalea” and “Huon” in Australia and “Beehive” in New Zealand.
We are geographically diversified, with production facilities strategically located to optimize both raw material supply and proximity to consumer markets. In the six-month period ended June 30, 2026, the United States accounted for the largest share of our net revenue, in terms of production, representing 50%, followed by Brazil at 27%, as detailed in the table below.
| | | | | | | | | | | |
| For the six-month period ended June 30, 2026 |
| US$ | | % |
| (in millions of U.S. dollars, unless otherwise indicated) |
| | | |
United States of America ........................................................... | 22,699.8 | | 49.9% |
Mexico and Canada .................................................................... | 3,171.0 | | 7.0% |
Brazil .......................................................................................... | 12,676.5 | | 27.9% |
Australia ..................................................................................... | 4,016.5 | | 8.8% |
Europe ........................................................................................ | 4,577.0 | | 10.1% |
Minor regions ............................................................................. | 630.2 | | 1.4% |
Total ........................................................................................... | 47,770.8 | | 105.0% |
Intercompany elimination .......................................................... | (2,262.6) | | (5.0)% |
Total ........................................................................................... | 45,508.2 | | 100.0% |
In terms of consumption, in the six-month periods ended June 30, 2026 and 2025 and in the year ended December 31, 2025, we generated 73%, 75% and 74% of our net revenue from sales in the countries where we operate our facilities, which we classify as domestic sales, and 27%, 25% and 26% of our net revenue represented export sales. The United States, Brazil and Australia are leading exporters of protein to many fast-growing markets, including Asia, Africa and the Middle East. Asia represented 51%, 49% and 50% of our net revenue from export sales in the six-month periods ended June 30, 2026 and 2025 and in the year ended December 31, 2025, respectively, primarily from sales in China, Japan and South Korea. Africa and the Middle East collectively represented 11%, 12% and 12% of our net revenue from export sales in the six-month periods ended June 30, 2026 and 2025 and in the year ended December 31, 2025, respectively.
Reportable Segments
Our management has defined our operating segments based on the reports that are used to make strategic decisions, analyzed by our chief operating decision maker, who is our chief executive officer. We operate in the following six reportable business segments: (1) Brazil; (2) Seara; (3) Beef North America; (4) Pork USA; (5) Pilgrim’s Pride; and (6) Australia. For additional information, see note 23 to our unaudited interim financial statements, which are included in Part I, Item I of this Quarterly Report, and note 25 to our audited financial statements, which are included in our Form 20-F, and “Item 4. Information on the Company—B. Business Overview—Description of Business Segments” in our Form 20-F. Each segment’s operating performance is evaluated by our chief operating decision maker based on Adjusted EBITDA. See “—Reconciliation of Adjusted EBITDA” below for more information about Adjusted EBITDA, including a reconciliation of Adjusted EBITDA to net income (loss).
Description of Main Consolidated Statement of Income Line Items
Net Revenue
The vast majority of our net revenue is derived from contracts which are based upon a customer ordering our products. Net revenues are recognized when there is a contract with the customer, the transaction price is reliably measurable and when the control over the goods sold is transferred to the customer. We account for a contract, which may be verbal or written, when it is approved and committed by both parties, the rights of the parties are identified along with payment terms, the contract has commercial substance and collectability is probable. While there may be master agreements, the contract is only established when the customer’s order is accepted by us.
We evaluate the transaction for distinct performance obligations, which are the sale of our products to customers. Each performance obligation is recognized based upon a pattern of recognition that reflects the transfer of control to the customer at a point in time, which is upon destination (customer location or port of destination), which depicts the transfer of control and recognition of net revenue. There are instances of customer pick-up at our facility, in which case control transfers to the customer at that point and we recognize net revenue. Our performance obligations are typically fulfilled within days to weeks of the acceptance of the order.
The measurability of the transaction price can be impacted by variable consideration (i.e., discounts, rebates, incentives and the customer’s right to return products). Some or all of the estimated amount of variable consideration is included in the transaction price but only to the extent that it is highly probable a significant reversal in the amount of cumulative net revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. This varies from customer to customer according to the terms of sale. However, due to the nature of our business, there is minimal variable consideration.
Allocating the transaction price to a specific performance obligation based upon the relative standalone selling prices includes estimating the standalone selling prices including discounts and variable consideration.
Shipping and handling activities are performed before a customer obtains control of the goods and its obligation is fulfilled upon transfer of the goods to a customer. Shipping and handling costs are recorded within cost of sales. We can incur incremental costs to obtain or fulfill a contract, such as payment of commissions, which are not expected to be recovered. The amortization period for such expenses is less than one year; therefore, the costs are expensed as incurred and included in deductions from sales.
We receive payments from customers based on terms established with the customer. Payments are typically due within seven days of delivery for domestic accounts and 30 days for international accounts. Customer contract liabilities relate to payments received in advance of satisfying the performance obligation under the contract. Moreover, a contract liability is recognized when we have an obligation to transfer products to a customer from whom the consideration has already been received. The recognition of the contractual liability occurs at the time when the consideration is received and settled. We recognize net revenue upon fulfilling the related performance obligation. Contract liabilities are presented as advances from customers in the statement of financial position.
We disaggregate our net revenues by (i) domestic sales, which refer to sales within each geographical location and (ii) export sales, which refer to sales outside of each geographical location.
We also disaggregate our net revenues between Brazil, Seara, Beef North America, Pork USA, Pilgrim’s Pride and Australia segments to align with our segment presentation in note 23 to our unaudited interim financial statements, which are included in Part I, Item I of this Quarterly Report, and note 25 to our audited financial statements, which are included in our Form 20-F.
We sell our products in the countries where we operate our facilities, which we classify as domestic sales, and elsewhere, which we classify as export sales, as follows:
| | | | | | | | | | | |
| For the six-month period ended June 30, |
| 2026 | | 2025 |
| (in millions of US$) |
Domestic sales............................................................................. | 33,385.9 | | 30,274.4 |
Export sales............................................................................. | 12,122.4 | | 10,249.8 |
Net revenue............................................................................. | 45,508.2 | | 40,524.2 |
Our net revenue is derived from our six segments as set forth below.
•Net Revenue from Sales of Brazil. Our Brazil segment includes all of our operating activities in Brazil, mainly represented by slaughter facilities, cold storage and meat processing, fat, feed and production of cattle by-products, such as leather, collagen and other products produced in Brazil. Net revenues are generated from the sale of products predominantly to restaurant chains, food processing companies, distributors, supermarket chains, wholesale supermarket and other significant users within the food chain.
•Net Revenue from Sales of Seara. Our Seara segment includes all the operating activities of Seara and its subsidiaries, mainly represented by chicken and pork processing, production and commercialization of food products and value-added products. Net revenues are generated from the sale of products predominantly to restaurant chains, food processing companies, distributors, supermarket chains, wholesale supermarket and other significant users within the food chain.
•Net Revenue from Sales of Beef North America. Our Beef North America segment includes JBS USA’s beef processing operations in North America and the plant-based businesses in Europe. This segment also sells by-products to the variety meat, feed processing, fertilizer, automotive and pet food industries and also produces value-added meat products including toppings for pizzas. Sampco LLC imports processed meats and other foods such as canned fish, fruits and vegetables to the United States and Vivera Topholding BV produces and sells plant-based protein products in Europe.
•Net Revenue from Sales of Pork USA. Our Pork USA segment includes JBS USA’s pork operations, including Swift Prepared Foods. Net revenues are generated from the sale of products predominantly to retailers of fresh pork, including trimmed cuts such as loins, roasts, chops, butts, picnics and ribs. Other pork products, including hams, bellies and trimmings, are sold predominantly to further processors who, in turn, manufacture bacon, sausage, and deli and luncheon meats. In addition, net revenues are generated from the sale of case ready products. As a complement to our pork processing business, we also conduct business through our hog production operations, from which, JBS USA sources live hogs for its pork processing operations.
•Net Revenue from Sales of Pilgrim’s Pride. Our Pilgrim’s Pride segment includes PPC’s operations, the majority of whose revenues are generated from United States, United Kingdom, Europe and Mexico sales of fresh and prepared chicken. The fresh chicken products consist of refrigerated (non-frozen) whole or cut-up chicken, either pre-marinated or non-marinated, and pre-packaged chicken in various combinations of freshly refrigerated, whole chickens and chicken parts. The prepared chicken products include portion-controlled breast fillets, tenderloins and strips, delicatessen products, salads, formed nuggets and patties and bone-in chicken parts. These products are sold either refrigerated or frozen and may be fully cooked, partially cooked or raw. In addition, these products are breaded or non-breaded and either pre-marinated or non-marinated. The segment also generates net revenue from the sale of prepared pork products through Pilgrim’s Pride Limited. The segment includes the specialty meats and ready meals businesses of Pilgrim’s Food Masters and generates net revenues from branded and private label meats, meat snacks, food-to-go products, and ethnic chilled and frozen ready meals.
•Net Revenue from Sales of Australia. Our Australia segment includes our fresh, frozen, value-added and branded beef, lamb, pork and fish products in Australia and New Zealand. The majority of our beef net revenues from our operations in Australia are generated from the sale of fresh beef products (including fresh and frozen chuck cuts, rib cuts, loin cuts, round cuts, thin meats, ground beef, offal and other products). We also sell value-added and branded beef products (including frozen cooked and pre-cooked beef, corned cooked beef, beef cubes and consumer-ready products, such as hamburgers and sausages). We also operate lamb, pork and fish processing facilities in Australia and New Zealand, as the result of the acquisitions of Huon Aquaculture Group Ltd and the
Rivalea hog breeding and processing business in Australia. We also generate net revenues in Australia through our cattle hoteling business.
Cost of Sales
A significant portion of our cost of sales consists of raw materials, primarily biological assets and feed ingredients. We incur costs to (1) purchase livestock (cattle, hogs and lamb) ready for slaughter in the production of beef, pork and lamb products and (2) feed live animals (chickens, hogs and fish) for breeding and slaughter in the production of chicken, pork and fish products in our vertically-integrated operations. Raw materials costs are generally influenced by fluctuations in prices to purchase (i) livestock in the spot market or under contracts and (ii) feed ingredients, primarily corn and soy meal, which are the main feed ingredients required in our vertically integrated operations. In addition to purchasing livestock and feed ingredients, our cost of sales also consists of other production costs (including packaging and other raw materials) and labor. The key drivers of costs by segment are as follows:
•Brazil. In Brazil we generally purchase cattle livestock in the spot market transactions or under contracts that fluctuate with market conditions as we do not keep or raise our own cattle. Our Brazil operations are impacted primarily by grass-fed cattle supply. Reductions in the breeding herds can affect supply, and thus costs, over a period of years.
•Seara. Our vertically-integrated chicken and pork operations are impacted primarily by fluctuations in the price of feed ingredients.
•Beef North America. We generally purchase cattle livestock in the spot market or under contracts that fluctuate with market conditions as we do not keep or raise our own cattle. Our beef operations are impacted primarily by fed cattle supply. Our beef business is directly affected by fluctuations in the spot market based on available supply and indirectly influenced by fluctuations in the price of feed ingredients.
•Pork USA. In North America, we generally purchase pork livestock in the spot market or under contracts that fluctuate with market conditions and we raise approximately 25% of our hogs. Our pork business is directly affected by fluctuations in the price of feed ingredients.
•Pilgrim’s Pride. Our vertically-integrated chicken operations are impacted primarily by fluctuations in the price of feed ingredients.
•Australia. Our Australian beef operations are impacted primarily by fed cattle supply, in addition to fish feed ingredients and hog prices.
Adjusted EBITDA
Adjusted EBITDA is calculated by making the following adjustments to our net income, as further described below (see “—Reconciliation of Adjusted EBITDA”): exclusion of current and deferred income taxes; exclusion of share of profit of equity-accounted investees, net of tax; exclusion of net finance expense; exclusion of depreciation and amortization expenses; exclusion of antitrust agreements expenses; exclusion of donations and social programs expenses; exclusion of impairment of assets expenses; exclusion of restructuring expenses; exclusion of fiscal payments and installments; exclusion of Rio Grande do Sul claim losses; exclusion of extemporaneous litigation expenses; exclusion of reversal of tax credits; exclusion of avian influenza impacts; exclusion of certain tax assessment notice; exclusion of closure of plants expenses; and exclusion of certain other operating income (expense), net.
Operating Expenses
Our operating expenses consist primarily of:
•General and Administrative Expenses. This line item primarily includes expenses relating to corporate payroll, utilities and maintenance of our corporate offices and headquarters.
•Selling Expenses. This line item includes expenses relating to advertising, freights, payment of commissions and salaries to members of our sales team and expected credit losses.
Net Finance Expense
Net finance expense includes expenses relating to interest incurred on our indebtedness, interest income, gains and losses related to our net exposure to foreign currencies and fair value adjustments from financing and commodity-related derivative transactions.
Items Affecting Comparability of Financial Results
Acquisitions
We have a track record of acquiring and integrating operations. Through strategic acquisitions, we have built a diversified global platform, which has significantly increased our net revenues, partially due to these acquisitions.
Revenues, expenses and cash flows of acquired businesses are recorded for transactions consummated commencing after the closing date of the business acquired.
None of the acquisitions (individually or in the aggregate) that we completed during the periods discussed below under “—Summary of Results” is considered significant under the rules governing the inclusion of pro forma and historical financial statements in an SEC-registered offering of securities.
Currency
As a global company, our results of operations and financial condition have been, and will continue to be, exposed to foreign currency exchange rate fluctuations. The financial statements of each entity included in the consolidation are prepared using the functional currency of the main economic environment it operates.
Any depreciation or appreciation of the foreign currency exchange rate compared to an entity´s functional currency may impact our revenues, costs and expenses incurred in such functional currency or currencies other than our reporting currency, causing a monetary increase or decrease, provided that the other variables remain unchanged. In addition, a portion of our loans and financing is denominated in foreign currencies (foreign currency indicates loans denominated in a different currency from an entity´s functional currency). For this reason, any movement of the currency exchange rate compared to an entity´s functional currency may significantly increase or decrease our finance expense and our current and non-current loans and financing. Additionally, the results and financial position of all entities with a functional currency different from our functional currency (Brazilian real) have been translated to Brazilian real and then translated into the Group’s presentation currency (U.S. dollar).
Our risk management department enters into derivative instruments previously approved by our board of directors to protect financial assets and liabilities and future cash flow from commercial activities and net investments in foreign operations. Our board of directors has approved financial instruments to hedge our exposure to loans, investments, cash flows from interest payments, export estimate, acquisition of raw material, and other transactions, whenever they are quoted in currencies different than our or our subsidiaries’ functional currency. The primary exposures to exchange rate risk are in U.S. dollars, euros, British pounds, Mexican pesos and Australian dollars.
Principal Factors Affecting our Financial Condition and Results of Operations
Our results of operations have been influenced and will continue to be influenced by a variety of factors. In addition to the factors discussed below, factors that impact the results of our operations include outbreaks of livestock and poultry disease, product contamination or recalls, our ability to implement our business plan and the level of demand for our products in the countries in which we operate. Demand for our products in those countries is affected by the performance of their respective economies in terms of gross domestic product (GDP), as well as prevailing levels of employment, inflation and interest rates.
Brazil, Seara, Beef North America, Pork USA, Pilgrim’s Pride and Australia Segments
We operate globally and during the regular course of our operations are exposed to price fluctuations in feeder cattle, live cattle, lean hogs, corn, soybeans, and energy, especially in our North American, Australian and Brazilian markets.
Commodity markets are characterized by volatility arising from external factors including climate, supply levels, transportation costs, agricultural policies and storage costs, among others.
Our risk management department is responsible for mapping our exposure to commodity prices and proposing strategies to our risk management committee in order to mitigate such exposure. Biological assets are a very important raw material used by us. In order to maintain future supply of these materials, we enter into forward contracts to anticipate purchases with suppliers. To complement these forward purchases, we use derivative instruments to mitigate each specific exposure, most notably futures contracts, to mitigate the impact of price fluctuations - on inventories and sales contracts. We take the historical average amount spent on materials as an indication of the operational value to be protected by firm contracts.
In addition to the above, our risk management department monitors a number of other metrics and indicators that affect our operations in our Brazil, Seara, Beef North America, Pork USA, Pilgrim’s Pride and Australia segments, including the following:
•production volume;
•plant capacity utilization;
•sales volume; selling prices;
•customer demand and preferences (see “Item 3. Key Information—D. Risk Factors—Risks Relating to Our Business and Industries—Changes in consumer preferences and/or negative perception of the consumer regarding the quality and safety of our products could adversely affect our business” in our Form 20-F);
•commodity futures prices for livestock (see “Item 3. Key Information—D. Risk Factors— Risks Relating to Our Business and Industries—Our results of operations may be adversely affected by fluctuations in market prices for, and the availability of, livestock and animal feed ingredients” in our Form 20-F);
•the spread between livestock prices and selling prices for finished goods;
•utility prices and trends;
•livestock availability;
•production yield;
•seasonality;
•the economy performance of the countries where we sell our products;
•competition and industry consolidation;
•taxation;
•perceived value of our brands;
•interest rate fluctuations;
•currency exchange rate fluctuations (see “Item 3. Key Information—D. Risk Factors—Risks Relating to the Markets in Which We Operate—Our exports pose special risks to our business and operations” in our Form 20-F); and
•trade barriers, exchange controls and political risk and other risks associated with export and foreign operations (see “Item 3. Key Information—D. Risk Factors—Risks Relating to the Markets in Which We Operate—Our exports pose special risks to our business and operations” in our Form 20-F).
Effects of the Variation of Prices for the Purchase of Raw Materials on Our Costs of Goods Sold
Our principal raw materials are livestock and feed ingredients for our chicken, pork and fish operations. Raw materials accounted for a majority of the total cost of products sold during the six-month period ended June 30, 2026 and the year ended December 31, 2025. Changes in the price of cattle, pork and feed ingredients have a direct impact on operating costs and are based on factors beyond our management’s control, such as climate, the supply volume, transportation costs, agricultural policies and others. We seek to hedge the price paid for cattle purchased through financial instruments in order to attempt to protect ourselves from price variations between their date of the purchase and their date of the delivery. Our risk management department is responsible for mapping the exposures to commodity prices of the JBS Group and proposing strategies to our risk management committee, in order to mitigate such exposures. Biological assets are a very important raw material used by us. In order to maintain future supply of these materials, we participate in forward contracts to anticipate purchases with suppliers. To complement these forward purchases, we use derivative instruments to mitigate each specific exposure, most notably futures contracts, to mitigate the impact of price fluctuations - on inventories and sales contracts. We take the historical average amount spent on materials as an indication of the operational value to be protected by firm contracts.
The price of cattle, pork and feed ingredients in the domestic markets has significantly fluctuated in the past, and we believe that it will continue to fluctuate over the next few years. Any increase in the price of cattle, pork and feed ingredients and, consequently, production costs may adversely impact our gross margins and our results of operations if we are not able to pass these price increases to our clients. Conversely, any decrease in the price of cattle, pork and feed ingredients and, consequently, our production costs, may positively impact our gross margins and our results of operations.
Effect of Level of Indebtedness and Interest Rates
As of June 30, 2026, our total outstanding indebtedness was US$22,650.7 million, consisting of US$1,334.9 million of current loans and financing and US$21,315.8 million of non-current loans and financing, representing 61.6% of our total liabilities, which totaled US$36,779.3 million as of June 30, 2026.
As of December 31, 2025, our total outstanding indebtedness was US$21,090.6 million, consisting of US$833.1 million of current loans and financing and US$20,257.5 million of non-current loans and financing, representing 59.2% of our total liabilities, which totaled US$35,633.7 million as of December 31, 2025.
The interest rates that we pay on our indebtedness depend on a variety of factors, including local and international interest rates and risk assessments of our company, our industry and the global economies.
Fluctuations in Domestic Market Prices of Fresh and Processed Products Can Significantly Affect Our Operating Revenues
Domestic market prices for fresh and processed products are generally determined in accordance with market conditions. These prices are also affected by the additional markup that retailers charge end consumers. We have negotiated these margins with each network of retailers and depending on the network, with each store individually.
Effects of Fluctuations in Export Prices of Fresh and Processed Products on Operating Revenues
Fluctuations in export prices of our raw and processed products can significantly affect our net operating income. The prices of fresh and processed products that we charge in domestic and export markets have fluctuated significantly in recent years, and we believe that these prices will continue to fluctuate in the future.
Effects of Fluctuations in Foreign Exchange Rates Currencies
As our presentation currency is the U.S. dollars and some of our entities have other currencies as their functional currency (for example the Brazilian real), all else being equal, any strengthening of the U.S. dollar against these currencies will reduce the revenues and expenses of these entities, whereas any depreciation of the U.S. dollar against these currencies will increase their revenues and expenses.
For further information on our presentation currency, functional currencies and translation of foreign currencies see “—Items Affecting Comparability of Financial Results—Currency” above.
Impacts from Geopolitical Tensions
The Russia-Ukraine war began in February 2022. The impact of the ongoing war and sanctions has not been limited to businesses that operate in Russia and Ukraine and has negatively impacted and will likely continue to negatively impact other global economic markets including where we operate. The impacts have included and may continue to include, but are not limited to, higher prices for commodities, such as food products, ingredients and energy products, increasing inflation in some countries, and disrupted trade and supply chains. The conflict has disrupted shipments of grains, vegetable oils, fertilizer and energy products. Russia’s recent suspension of the Black Sea Grain Initiative, which allowed Ukraine to export grain and other food items, will likely further exacerbate rising food prices and supply chain issues if not reinstated.
The impact on the agriculture markets falls into two main categories: (1) the effect on Ukrainian crop production, as the region is key in global grain production; and (2) the duration of the disruption in trade flows. Safety and financing concerns in the region are restricting export execution, which is in turn forcing grain and oil demand to find alternative supply. The duration of the war and related volatility makes global markets extremely sensitive to growing-season weather in other global grain producing regions and has led to a large risk premium in futures prices. The continued volatility in the global markets as a result of the war has adversely impacted our costs by driving up prices, raising inflation and increasing pressure on the supply of feed ingredients and energy products throughout the global markets.
In addition, the U.S. government and other governments in jurisdictions in which we operate have imposed sanctions and export controls against Russia, Belarus and interests therein and threatened additional sanctions and controls. The impact of these measures, now and in the future, could adversely affect our business, supply chain or customers. See “Item 3. Key Information—D. Risk Factors—Risks Relating to the Markets in Which We Operate—Our business may be negatively impacted by economic or other consequences from conflicts, such as Russia’s war against Ukraine and Israel, the United States and Iran in the Middle East, and the sanctions imposed as a response to that actions” in our Form 20-F for additional information.
Moreover, on October 7, 2023, Hamas attacked Israel, with Israel then declaring war on Hamas in the Gaza Strip and since then, Israel has been involved in military conflicts with Hamas, Hezbollah, a terrorist organization based in Lebanon, and Iran, both directly and through proxies like the Houthi movement in Yemen and armed groups in Iraq and other terrorist organizations. Although certain ceasefire agreements have been reached, and some Iranian proxies have declared a halt to their attacks, there is no assurance that these agreements will be upheld, military activity and hostilities continue to exist at varying levels of intensity, and the situation remains volatile, with the potential for escalation into a broader regional conflict involving additional terrorist organizations and possibly other countries. In June 2025, a new round of direct hostilities broke out between Israel and Iran, involving significant missile and drone strikes exchanged between the two countries. This escalation has heightened regional instability. In October 2025, a new ceasefire went into effect under a U.S.-brokered framework, providing for the release of hostages by Hamas and prisoners by Israel, withdrawal of Israeli troops to agreed lines, and increase of humanitarian aid flows into Gaza. However, significant challenges threaten the durability of this ceasefire.
In February 2026, the United States and Israel launched coordinated military strikes against key Iranian military and infrastructure targets. This marked a significant escalation in the conflict, resulting in heightened instability across the Middle East, further disruptions to global energy markets, and increased volatility in international trade and supply chains. Escalation or expansion of hostilities, interventions by other groups or nations, the imposition of economic sanctions, disruption of shipping transit in the Straits of Hormuz or other significant trade routes, or similar outcomes could adversely affect the international trade, our business, results of operations, financial condition and cash flows.
During the quarter ended June 30, 2026, the escalation of geopolitical tensions in the Middle East increased macroeconomic uncertainty and volatility in energy and commodity markets, affecting our cost structure, primarily in relation to supplies, including packaging materials, transportation and freight, as well as higher costs associated with maritime transportation and the use of alternative routes. During the period, we incurred additional costs related to these effects. Management continues to monitor developments in this environment, including potential changes in transportation routes and possible trade restrictions, as well as their potential impacts on our operations and cost structure.
Impact of Inflation
Most of the countries and regions in which we operate, including the United States, Brazil, Australia, Mexico and Europe, are currently experiencing pronounced inflation. None of the locations in which we operate are experiencing hyperinflation. All segments experienced inflation in operating costs, especially in labor, freight and transportation and certain materials. We have also experienced high average sales prices impacted by the current inflationary environment. We have responded to inflationary challenges in 2023, 2024 and 2025 by continuing negotiations with customers to pass through costs increases in order to recoup the increased expenses we have experienced. We also continue to focus on operational initiatives that aim to deliver labor efficiencies, better agricultural performance and improved yields.
For more information about the risks of inflation on our operations, see “Item 3. Key Information—D. Risk Factors—Risks Relating to the Markets in Which We Operate—Deterioration of global economic conditions could adversely affect our business” and “—We are exposed to emerging and developing country risks,” —The Brazilian government exercises, and will continue to exercise, significant influence over the Brazilian economy. These influences, as well as the political and economic conditions of the country, could negatively affect our activities” and “—Our business may be negatively impacted by economic or other consequences from conflicts, such as Russia’s war against Ukraine and Israel, the United States and Iran in the Middle East, and the sanctions imposed as a response to that actions” in our Form 20-F.
Recent Developments
For a description of our recent developments, see notes 1.2 and 1.3 to our unaudited interim financial statements, which are included in Part I, Item I of this Quarterly Report.
Overview of Results
We recorded a net income of US$145.4 million for the six-month period ended June 30, 2026, as compared to a net income of US$1,150.6 million for the six-month period ended June 30, 2025.
Summary of Results
Six-Month Period Ended June 30, 2026 Compared to the Six-Month Period Ended June 30, 2025
| | | | | | | | | | | | | | | | | |
| For the six-month period ended June 30, | | |
| 2026 | | 2025 | | % Change |
| | | | | |
| (in millions of US$) | | |
| | | | | |
Consolidated statement of income: | | | | | |
Net revenue.......................................................................................... | 45,508.2 | | 40,524.2 | | 12.3% |
Cost of sales......................................................................................... | (40,595.7) | | (35,067.1) | | 15.8% |
Gross profit......................................................................................... | 4,912.5 | | 5,457.1 | | (10.0)% |
Selling expenses................................................................................... | (2,713.5) | | (2,394.6) | | 13.3% |
General and administrative expenses................................................... | (1,143.7) | | (1,078.7) | | 6.0% |
Other income........................................................................................ | 69.8 | | 48.1 | | 45.2% |
Other expenses..................................................................................... | (43.4) | | (43.8) | | (0.8)% |
Net operating expenses...................................................................... | (3,830.9) | | (3,469.1) | | 10.4% |
Operating profit.................................................................................. | 1,081.6 | | 1,988.0 | | (45.6)% |
Finance income.................................................................................... | 307.8 | | 305.1 | | 0.9% |
Finance expense................................................................................... | (1,317.6) | | (873.0) | | 50.9% |
Net finance expense............................................................................ | (1,009.8) | | (568.0) | | 77.8% |
Share of profit of equity-accounted investees, net of tax..................... | 14.8 | | 10.6 | | 40.1% |
Profit before taxes.............................................................................. | 86.6 | | 1,430.6 | | (93.9)% |
Current income taxes............................................................................ | (51.9) | | (390.5) | | (86.7)% |
Deferred income taxes.......................................................................... | 110.7 | | 110.5 | | 0.2% |
Total income taxes.............................................................................. | 58.8 | | (280.0) | | n.m. |
Net income........................................................................................... | 145.4 | | 1,150.6 | | (87.4)% |
______________ n.m. = not meaningful.Net Income | | | | | | | | | | | | | | | | | | | | | | | |
| For the six-month period ended June 30, | | Change | | % Change |
| 2026 | | 2025 | | | | |
| (in millions of US$, unless otherwise indicated) | | |
| | | | | | | |
Net income....................................................................... | 145.4 | | 1,150.6 | | (1,005.2) | | (87.4)% |
Net margin (net income as percentage of net revenue)... | 0.3% | | 2.8% | | (2.5) p.p. | | — |
For the reasons described below, our net income decreased by US$1,005.2 million, or 87.4%, in the six-month period ended June 30, 2026, as compared to the same period in 2025. Our net margin (net income as percentage of net revenue) was 0.3% for the six-month period ended June 30, 2026, compared to 2.8% for the same period in 2025.
Net Revenue
| | | | | | | | | | | | | | | | | | | | | | | |
| For the six-month period ended June 30, | | Change | | % Change |
| 2026 | | 2025 | | | | |
| (in millions of US$, unless otherwise indicated) | | |
| | | | | | | |
Net revenue...................................................................... | 45,508.2 | | 40,524.2 | | 4,984.0 | | 12.3% |
Our net revenue increased by US$4,984.0 million, or 12.3%, in the six-month period ended June 30, 2026, as compared to the same period in 2025. Our net revenue was positively impacted by an overall 10.4% increase in our average sales prices and by a 1.7% increase in sales volumes considering all segments. For more information, see “—Segment Results” below.
Cost of Sales
| | | | | | | | | | | | | | | | | | | | | | | |
| For the six-month period ended June 30, | | Change | | % Change |
| 2026 | | 2025 | | | | |
| (in millions of US$, unless otherwise indicated) | | |
| | | | | | | |
Cost of sales..................................................................... | (40,595.7) | | (35,067.1) | | (5,528.6) | | 15.8% |
Gross profit...................................................................... | 4,912.5 | | 5,457.1 | | (544.6) | | (10.0)% |
Cost of sales as percentage of net revenue....................... | 89.2% | | 86.5% | | 2.7 p.p. | | — |
Our cost of sales increased by US$5,528.6 million, or 15.8%, in the six-month period ended June 30, 2026, as compared to the same period in 2025, primarily due to a 16.5% increase in the cost of inventories, raw materials and production inputs to US$34,756.4 million in the six-month period ended June 30, 2026 from US$29,836.8 million in the same period in 2025, primarily due to the increase in the cost of cattle, which reached record levels.
Selling Expenses
| | | | | | | | | | | | | | | | | | | | | | | |
| For the six-month period ended June 30, | | Change | | % Change |
| 2026 | | 2025 | | | | |
| (in millions of US$, unless otherwise indicated) | | |
| | | | | | | |
Selling expenses............................................................... | (2,713.5) | | (2,394.6) | | (318.9) | | 13.3% |
Selling expenses as percentage of net revenue................. | 6.0% | | 5.9% | | 0.1 p.p. | | — |
Our selling expenses increased by US$318.9 million, or 13.3%, in the six-month period ended June 30, 2026, as compared to the same period in 2025, primarily due to: (1) a 13.8% increase in freight and selling expenses to US$2,115.1 million in the six-month period ended June 30, 2026 from US$1,859.3 million in the same period in 2025, primarily due to the increase in sales volumes and fuel prices; and (2) a 13.8% increase in salaries and benefits to US$313.4 million in the six-month period ended June 30, 2026 from US$275.3 million in the same period in 2025, mainly related to increase in wages and performance bonus.
General and Administrative Expenses
| | | | | | | | | | | | | | | | | | | | | | | |
| For the six-month period ended June 30, | | Change | | % Change |
| 2026 | | 2025 | | | | |
| (in millions of US$, unless otherwise indicated) | | |
| | | | | | | |
General and administrative expenses............................... | (1,143.7) | | (1,078.7) | | (65.0) | | 6.0% |
General and administrative expenses as percentage of net revenue....................................................................... | 2.5% | | 2.7% | | (0.2) p.p. | | — |
Our general and administrative expenses increased by US$65.0 million, or 6.0%, in the six-month period ended June 30, 2026, as compared to the same period in 2025, primarily due to:
•Fees, services held and general expenses – Fees, services held and general expenses increased by US$45.4 million, or 14.6%, to US$356.3 million in the six-month period ended June 30, 2026 from US$310.9 million in the same period in 2025, primarily as a result of increased fees, mainly related to legal services; and
•DOJ and antitrust agreements – U.S. Department of Justice and antitrust agreements increased by US$23.7 million, to US$157.4 million in the six-month period ended June 30, 2026 from US$133.6 million in the same period in 2025, primarily as a result of addition of new agreements in relation to our Pork USA and Beef North America segments in the period ended June 30, 2026.
Other Income
| | | | | | | | | | | | | | | | | | | | | | | |
| For the six-month period ended June 30, | | Change | | % Change |
| 2026 | | 2025 | | | | |
| (in millions of US$, unless otherwise indicated) | | |
| | | | | | | |
Other expenses................................................................. | 69.8 | | 48.1 | | 21.7 | | 45.2% |
Other expenses as percentage of net revenue................... | 0.2% | | 0.1% | | 0.1 p.p. | | 0 |
Our other income increased by US$21.7 million, or 45.2%, in the six-month period ended June 30, 2026, as compared to the same period in 2025. This increase is primarily related to (1) an increase in gain related to the sales of assets, to US$33.5 million in the six-month period ended June 30, 2026, from US$18.9 million in the same period in 2025, (2) an increase in tax credits from prior periods to US$8.6 million in the six-month period ended June 30, 2026, from US$4.1 million in the same period in 2025, (3) an increase in rental income to US$4.1 million in the six-month period ended June 30, 2026 from US$1.9 million in the same period in 2025, and (4) carbon credits of US$2.7 million recognized in the six-month period ended June 30, 2026, with no corresponding effect recognized in the six-month period ended June 30, 2025.
Other Expenses
| | | | | | | | | | | | | | | | | | | | | | | |
| For the six-month period ended June 30, | | Change | | % Change |
| 2026 | | 2025 | | | | |
| (in millions of US$, unless otherwise indicated) | | |
| | | | | | | |
Other expenses................................................................. | (43.4) | | (43.8) | | 0.4 | | (0.8)% |
Other expenses as percentage of net revenue................... | 0.1% | | 0.1% | | — | | — |
Our other expenses decreased by US$0.4 million, or 0.8%, in the six-month period ended June 30, 2026, as compared to the same period in 2025, primarily due to the decrease in restructuring expenses to US$20.1 million in the six-month period ended June 30, 2026 from US$22.9 million in the same period in 2025 and the increase in losses on asset sales to
US$24.4 million in the six-month period ended June 30, 2026 from US$4.6 million in the same period in 2025. This decrease was partially offset by other non-significant items.
Net Finance Expense
| | | | | | | | | | | | | | | | | | | | | | | |
| For the six-month period ended June 30, | | Change | | % Change |
| 2026 | | 2025 | | | | |
| (in millions of US$, unless otherwise indicated) | | |
| | | | | | | |
Net finance expense........................................................ | (1,009.8) | | (568.0) | | (441.8) | | 77.8% |
Gains from exchange rate variation................................. | 134.4 | | 56.8 | | 77.6 | | 136.6% |
Fair value adjustments on derivatives.............................. | (87.3) | | 9.6 | | (96.9) | | n.m. |
Interest expense................................................................ | (998.5) | | (793.0) | | (205.5) | | 25.9% |
Interest income................................................................. | 153.3 | | 228.1 | | (74.8) | | (32.8)% |
Bank fees and others........................................................ | (211.7) | | (69.4) | | (142.3) | | 205.0% |
Our net finance expense increased by US$441.8 million, or 77.8%, in the six-month period ended June 30, 2026, as compared to the same period in 2025, primarily due to:
•Interest expense – Interest expense increased by US$205.5 million, or 25.9%, in the six-month period ended June 30, 2026, as compared to the same period in 2025. This was primarily due to a US$148.8 million increase in interest expenses from loans and financing;
•Bank fees and others – Bank fees and others increased by US$142.3 million, or 205.0%, in the six-month period ended June 30, 2026, as compared to the same period in 2025. This increase was primarily due to the loss on early extinguishment of debt of US$152.5 million related to the tender offer for the acquisition of certain PPC 6.250% Notes due 2033 and JBS 6.750% Senior Notes due 2034;
•Fair value adjustments on derivatives – Fair value adjustments on derivatives decreased by US$96.9 million in the six-month period ended June 30, 2026, as compared to the same period in 2025. This change was primarily driven by unrealized fair value losses on grain derivative positions used in our risk management activities. These fair value adjustments reflect changes in forward commodity prices during the period and are expected to be offset by the underlying physical grain purchases as they occur; and
•Interest income – Interest income decreased by US$74.8 million, or 32.8%, in the six-month period ended June 30, 2026, as compared to the same period in 2025. This was primarily due to a decrease in interest income from financial investments, mainly as a result of a reduction in cash and cash position during the six-month period ended June 30, 2026.
Partially offset by:
•Gains from exchange rate variation – Gains from exchange rate variation increased by US$77.6 million in the six-month period ended June 30, 2026, as compared to the same period in 2025. This increase was primarily attributable to (i) favorable foreign exchange impacts on U.S. dollar-denominated financial liabilities of the Brazilian entities, resulting from the appreciation of the Brazilian real against the U.S. dollar, and (ii) the appreciation of the U.S. dollar against the Canadian dollar, which resulted in favorable foreign exchange impacts on intercompany balances.
Current and Deferred Income Taxes
| | | | | | | | | | | | | | | | | | | | | | | |
| For the six-month period ended June 30, | | Change | | % Change |
| 2026 | | 2025 | | | | |
| (in millions of US$, unless otherwise indicated) | | |
| | | | | | | |
Profit before taxes.......................................................... | 86.6 | | 1,430.6 | | (1,344.0) | | (93.9)% |
Brazilian statutory corporate tax rate............................... | (34.00)% | | (34.00)% | | — | | — |
Expected tax expense..................................................... | (29.4) | | (486.4) | | 457.0 | | (93.9)% |
Current income taxes........................................................ | (51.9) | | (390.5) | | 338.6 | | (86.7)% |
Deferred income taxes...................................................... | 110.7 | | 110.5 | | 0.2 | | 0.2% |
Total income taxes.......................................................... | 58.8 | | (280.0) | | 338.8 | | n.m. |
Effective income tax rate | 67.9% | | (19.6)% | | 87.5 p.p. | | — |
The Brazilian statutory corporate tax rate for Brazilian income tax and social contribution is 34%. However, our effective tax rate may change in each period based on fluctuations in the taxable income generated by each of our foreign subsidiaries, different tax rates in countries where we operate and the tax credits generated by tax payments made by foreign subsidiaries, which can be used to offset taxes that would be paid in Brazil.
The nature and timing of the permanent differences that arise during the period also affect our effective tax rate. These permanent differences generally refer to subsidies made for investments in Brazil and abroad, differences in tax rates on foreign subsidiaries, unrecognized deferred taxes in the current year, income from untaxed interest on foreign subsidiaries and the impact of taxation on companies with dual jurisdiction.
Effective income tax rate increased by 87.5 p.p. to a credit of 67.9% in relation to the profit before taxes in the six-month period ended June 30, 2026, compared to an expense of 19.6% in relation to the profit before taxes in the same period in 2025.
For the six-month period ended June 30, 2026, the operations of PPC (United States) and Seara (Brazil) reported slight growth in profit, while JBS Australia and JBS USA Pork reported significant profits, with the corresponding payment of taxes in their respective jurisdictions. Conversely, the consolidated results were also impacted by significant losses incurred by JBS Beef North America (operations in the United States, Mexico and Canada), as well as by the tax loss recorded by JBS S.A. This combination of factors reduced total taxable income in Brazil and, at the same time, increased the significance of foreign tax credits available for utilization.
In this context, we recognized an income tax credit for the six-month period ended June 30, 2026, primarily driven by the positive impact of utilizing these foreign tax credits mentioned above.
Segment Results
| | | | | | | | | | | | | | | | | | | | | | | |
| For the six-month period ended June 30, | | Change | | % Change |
| 2026 | | 2025 | | | | |
| (in millions of US$) | | |
| | | | | | | |
Net revenue | | | | | | | |
Brazil segment.................................................................. | 8,373.4 | | 6,750.7 | | 1,622.6 | | 24.0% |
Seara segment................................................................... | 4,939.7 | | 4,316.6 | | 623.1 | | 14.4% |
Beef North America segment........................................... | 14,936.5 | | 13,226.7 | | 1,709.8 | | 12.9% |
Pork USA segment........................................................... | 4,111.0 | | 4,060.7 | | 50.3 | | 1.2% |
Pilgrim’s Pride segment................................................... | 9,152.6 | | 9,214.0 | | (61.4) | | (0.7)% |
Australia segment............................................................. | 4,710.3 | | 3,594.3 | | 1,116.0 | | 31.1% |
Total reportable segments............................................. | 46,223.4 | | 41,163.1 | | 5,060.4 | | 12.3% |
All other segments............................................................ | 667.5 | | 324 | | 343.5 | | 106.0% |
Eliminations (1)................................................................ | (1,382.7) | | (962.9) | | (419.8) | | 43.6% |
Total net revenue............................................................ | 45,508.2 | | 40,524.2 | | 4,984.0 | | 12.3% |
Adjusted EBITDA | | | | | | | |
Brazil segment.................................................................. | 436.9 | | 359.7 | | 77.3 | | 21.5% |
Seara segment................................................................... | 749.7 | | 817.5 | | (67.8) | | (8.3)% |
Beef North America segment........................................... | (345.0) | | (333.5) | | (11.6) | | 3.5% |
Pork USA segment........................................................... | 390.8 | | 500.9 | | (110.1) | | (22.0)% |
Pilgrim’s Pride segment................................................... | 952.6 | | 1,477.9 | | (525.4) | | (35.5)% |
Australia segment............................................................. | 363.5 | | 450.5 | | (87.0) | | (19.3)% |
Total reportable segments............................................. | 2,548.5 | | 3,273.1 | | (724.6) | | (22.1)% |
All other segments............................................................ | 14.2 | | 8.3 | | 5.9 | | 71.1% |
Total Adjusted EBITDA................................................ | 2,562.7 | | 3,281.4 | | (718.7) | | (21.9)% |
______________
n.a. = not applicable.
(1) Includes intercompany and intersegment transactions.
We measure our segment profitability using Adjusted EBITDA, which is calculated by making the following adjustments to net income, as further described below under “—Reconciliation of Adjusted EBITDA”: exclusion of current and deferred income taxes; exclusion of share of profit of equity-accounted investees, net of tax; exclusion of net finance expense; exclusion of depreciation and amortization expenses; exclusion of antitrust agreements expenses; exclusion of donations and social programs expenses; exclusion of impairment of assets expenses; exclusion of restructuring expenses; exclusion of fiscal payments and installments; exclusion of Rio Grande do Sul claim losses; exclusion of extemporaneous litigation expenses; exclusion of reversal of tax credits; exclusion of avian influenza impacts; exclusion of certain tax assessment notice; exclusion of closure of plants expenses; and exclusion of certain other operating income (expense), net.
Brazil Segment
| | | | | | | | | | | | | | | | | | | | | | | |
| For the six-month period ended June 30, | | Change | | % Change |
| 2026 | | 2025 | | | | |
| (in millions of US$, unless otherwise indicated) | | |
| | | | | | | |
Net revenue........................................................... | 8,373.4 | | 6,750.7 | | 1,622.7 | | 24.0% |
Adjusted EBITDA.................................................. | 436.9 | | 359.7 | | 77.3 | | 21.5% |
Net Revenue. The increase in our Brazil segment net revenue was mainly impacted by a 17.2% increase in sales prices, especially fresh meat in both domestic and export markets.
Adjusted EBITDA. Adjusted EBITDA in our Brazil segment increased by US$77.3 million, or 21.5%, to US$436.9 million in the six-month period ended June 30, 2026 from US$359.7 million in the same period in 2025, primarily due to the increase in net revenue.
Seara Segment
| | | | | | | | | | | | | | | | | | | | | | | |
| For the six-month period ended June 30, | | Change | | % Change |
| 2026 | | 2025 | | | | |
| (in millions of US$, unless otherwise indicated) | | |
| | | | | | | |
Net revenue........................................................... | 4,939.7 | | 4,316.6 | | 623.1 | | 14.4% |
Adjusted EBITDA.................................................. | 749.7 | | 817.5 | | (67.8) | | (8.3)% |
Net Revenue. The increase in our Seara segment net revenue was impacted by (1) a 8.7% increase in sales volumes, especially fresh poultry in the export market; and (2) a 5.3% increase in sales prices, especially fresh poultry in the export market, and prepared food in the domestic market.
Adjusted EBITDA. Adjusted EBITDA in our Seara segment decreased by US$67.8 million, or 8.3%, to US$749.7 million in the six-month period ended June 30, 2026 from US$817.5 million in the same period in 2025, primarily due to higher raw material costs, reflecting higher slaughter volumes, as well as wages due to the improvement in performance bonus and annual adjustments.
Beef North America Segment
| | | | | | | | | | | | | | | | | | | | | | | |
| For the six-month period ended June 30, | | Change | | % Change |
| 2026 | | 2025 | | | | |
| (in millions of US$, unless otherwise indicated) | | |
| | | | | | | |
Net revenue........................................................... | 14,936.5 | | 13,226.7 | | 1,709.8 | | 12.9% |
Adjusted EBITDA.................................................. | (345.0) | | (333.5) | | (11.6) | | 3.5% |
Net Revenue. The increase in our Beef North America segment net revenue was impacted by a 21.0% increase in average sales price, mainly in the domestic market, partially offset by a 6.7% decrease in sales volume.
Adjusted EBITDA. Adjusted EBITDA in our Beef North America segment decreased by US$11.6 million, or 3.5%, to a loss of US$345.0 million in the six-month period ended June 30, 2026 from a loss of US$333.5 million in the same period in 2025, primarily due to the significant increase in cattle prices, that was partially offset by the increase in net revenue.
Pork USA Segment
| | | | | | | | | | | | | | | | | | | | | | | |
| For the six-month period ended June 30, | | Change | | % Change |
| 2026 | | 2025 | | | | |
| (in millions of US$, unless otherwise indicated) | | |
| | | | | | | |
Net revenue........................................................... | 4,111.0 | | 4,060.7 | | 50.3 | | 1.2% |
Adjusted EBITDA.................................................. | 390.8 | | 500.9 | | (110.1) | | (22.0)% |
Net Revenue. The increase in our Pork USA segment net revenue of US$50.3 million, or 1.2%, in the six-month period ended June 30, 2026 was mainly impacted by a 1.7% increase in sales prices, in both export and domestic markets, partially offset by a 0.4% decrease in sales volumes, in both export and domestic markets.
Adjusted EBITDA. Adjusted EBITDA in our Pork USA segment decreased by US$110.1 million, or 22.0%, to US$390.8 million in the six-month period ended June 30, 2026 from US$500.9 million in the same period in 2025, primarily due to the increase in costs driven by a loss in fair value of live hogs, compared to a gain in the six-month period ended June 30, 2025.
Pilgrim's Pride Segment
| | | | | | | | | | | | | | | | | | | | | | | |
| For the six-month period ended June 30, | | Change | | % Change |
| 2026 | | 2025 | | | | |
| (in millions of US$, unless otherwise indicated) | | |
| | | | | | | |
Net revenue........................................................... | 9,152.6 | | 9,214.0 | | (61.4) | | (0.7)% |
Adjusted EBITDA.................................................. | 952.6 | | 1,477.9 | | (525.3) | | (35.5)% |
Net Revenue. The decrease in our Pilgrim’s Pride segment net revenue was mainly impacted by a 0.5% decrease in sales volumes, especially in the domestic market.
Adjusted EBITDA. Adjusted EBITDA in our Pilgrim’s Pride segment decreased by US$525.3 million, or 35.5%, to US$952.6 million in the six-month period ended June 30, 2026 from US$1,477.9 million in the same period in 2025, primarily due to (1) higher live operation costs; (2) the unfavorable impact of currency rate changes in Europe and Mexico; and (3) increase in legal settlements.
Australia Segment
| | | | | | | | | | | | | | | | | | | | | | | |
| For the six-month period ended June 30, | | Change | | % Change |
| 2026 | | 2025 | | | | |
| (in millions of US$, unless otherwise indicated) | | |
| | | | | | | |
Net revenue........................................................... | 4,710.3 | | 3,594.3 | | 1,116.0 | | 31.1% |
Adjusted EBITDA.................................................. | 363.5 | | 450.5 | | (87.0) | | (19.3)% |
Net Revenue. The increase in our Australia segment net revenue was impacted by (1) an increase of 15.8% in sales volumes, in both domestic and export markets, and (2) an increase of 13.1% in average sales prices, in both domestic and export markets.
Adjusted EBITDA. Adjusted EBITDA in our Australia segment decreased by US$87.0 million, or 19.3%, to US$363.5 million in the six-month period ended June 30, 2026 from US$450.5 million in the same period in 2025, primarily due to the increase in cattle prices, that was partially offset by the increase in net revenue.
Liquidity and Capital Resources
Our financial condition and liquidity is and will continue to be influenced by a variety of factors, including:
•our ability to generate cash flows from operations;
•the level of our outstanding indebtedness and the interest we are obligated to pay on our indebtedness, which affects our net financial results;
•prevailing domestic and international interest rates, which affect our debt service requirements;
•our ability to continue to borrow funds from financial institutions or to access the capital markets;
•our working capital needs, based on our growth plans;
•our capital expenditure requirements, which consist primarily of purchasing property, plant and equipment; and
•strategic investments and acquisitions.
Our principal cash requirements consist of the following:
•the purchase of raw materials, most of which represents the purchase of feed ingredients for the production of chicken and hogs and the purchase of livestock for our processing operations;
•our working capital requirements;
•the servicing of our indebtedness;
•capital expenditures related mainly to our purchases of property, plant and equipment;
•strategic investments, and acquisitions;
•dividends and other distributions; and
•taxes in connection with our operations.
Our main sources of liquidity consist of the following:
•cash flows from operating activities; and
•short-term and long-term borrowings.
For the next 12 months, we believe that our cash on hand, cash flow from operations and remaining availability under credit lines from commercial banks will be sufficient to meet our ongoing operating requirements, make scheduled principal and interest payments on our outstanding debt and fund our capital expenditures for the foreseeable future.
As of June 30, 2026, our total outstanding indebtedness was US$22,650.7 million, consisting of US$1,334.9 million of current loans and financing and US$21,315.8 million of non-current loans and financing, representing 61.6% of our total liabilities, which totaled US$36,779.3 million as of June 30, 2026.
We believe we have a strong liquidity position and a well-staggered debt maturity profile. As of June 30, 2026, we had cash and cash equivalents, margin cash and long-term investments of US$3,686.6 million. In addition, as of the same date, we are permitted to borrow up to US$3.4 billion under our revolving credit facilities. The chart below shows our debt amortization schedule, together with our cash and cash equivalents as of June 30, 2026 and our borrowing capacity under our revolving credit facilities as of June 30, 2026.
Debt Amortization Schedule
(in US$ millions)
(*) The amount of US$3,688 million represents the total of cash and cash equivalents, margin cash and long-term investments.
We believe that our cash and cash equivalents, margin cash and long-term investments balance together with our borrowing capacity under our revolving credit facilities as of June 30, 2026 should be sufficient to meet our outstanding debt requirements through mid-2033. However, this balance and our ability to continue to generate sufficient cash is subject to certain general economic, financial, industry, legislative, regulatory and other factors beyond our control. For more information, see “Item 3. Key Information—D. Risk Factors” in our Form 20-F.
Cash Flows
The table below shows our cash flows from operating, investing and financing activities for the periods indicated:
| | | | | | | | | | | |
| For the six-month period ended June 30, |
| 2026 | | 2025 |
| (in millions of US$) |
| | | |
Net cash provided by (used in) operating activities....................... | 62.8 | | (43.1) |
Net cash used in investing activities.............................................. | (1,128.2) | | (837.6) |
Net cash used in financing activities............................................. | (141.4) | | (2,334.8) |
Effect of exchange rate changes on cash and cash equivalents..... | 110.8 | | 120.5 |
Change in cash and cash equivalents, net.................................. | (1,096.0) | | (3,094.9) |
Cash and cash equivalents at the beginning of the period............. | 4,565.1 | | 5,613.7 |
Cash and cash equivalents at the end of the period....................... | 3,469.1 | | 2,518.8 |
Operating Activities
Cash flow provided by (used in) operating activities may vary from time to time according to the fluctuation of sales revenues, cost of sales, operating expenses, changes in operating activities, interest paid and received and income tax paid.
Net cash provided by operating activities for the six-month period ended June 30, 2026 was US$62.8 million, compared to net cash used in operating activities of US$43.1 million in the same period in 2025, an increase of US$105.9 million. This increase was primarily due to:
•an increase in cash generation from trade accounts receivable of US$523.5 million, to US$683.6 million in the six-month period ended June 30, 2026, from US$160.1 million in the same period in 2025; and
•a decrease in payments relating to DOJ and antitrust agreements of US$162.4 million, to US$98.8 million in the six-month period ended June 30, 2026, from US$261.2 million in the same period in 2025.
Partially offset by:
•a decrease in the adjustments to reconcile net income to cash generated from operating activities of US$497.5 million, to US$2,712.2 million in the six-month period ended June 30, 2026, from US$3,209.7 million in the same period in 2025; and
•a decrease in recoverable taxes of US$113.2 million, to a cash consumption of US$19.5 million in the six-month period ended June 30, 2026, from a cash generated of US$93.8 million in the same period in 2025.
Investing Activities
Cash flow provided by (used in) investing activities is primarily related to: (1) our acquisition of subsidiaries minus net cash at the time of acquisition; (2) our acquisition of property, plant and equipment; (3) our acquisition of intangible assets; and (4) our receipt of payment from the sale of property, plant and equipment.
For the six-month period ended June 30, 2026, net cash used in investing activities totaled US$1,128.2 million, of which, we highlight, (1) US$1,178.9 million was cash used in purchases of property, plant and equipment; which was partially offset by (2) US$48.1 million in cash provided by sales of property, plant and equipment and (3) US$26.4 million in cash provided by disposals of investments in joint ventures.
For the six-month period ended June 30, 2025, net cash used in investing activities totaled US$837.6 million, of which, we highlight, (1) US$714.1 million was cash used in purchases of property, plant and equipment, and (2) US$165.3 million was cash used in additions to investments in joint ventures and subsidiaries; which was partially offset by US$35.6 million in cash provided by sales of property, plant and equipment.
Financing Activities
Cash flow provided by financing activities includes primarily proceeds from new loans and financing and derivatives settled in cash. Cash flow used in financing activities includes primarily principal payments on loans and financing, payments related to derivatives settled in cash, payments for purchase of treasury shares and payments of dividends.
For the six-month period ended June 30, 2026, net cash used in financing activities totaled US$141.4 million, of which, we highlight, (1) US$2,700.7 million was cash used in payments of loans and financing, (2) US$1,039.1 million was dividend payments and (3) US$220.8 million was cash used in payments of leasing contracts; which was partially offset by US$3,865.5 million in cash proceeds from loans and financing.
For the six-month period ended June 30, 2025, net cash used in financing activities totaled US$2,334.8 million, of which, we highlight, (1) US$4,676.4 million was cash used in payments of loans and financings; (2) US$1,573.9 million was dividend payments; (3) US$266.4 million was dividends paid to non-controlling interest and (4) US$215.1 million was payments of leasing contracts; which was partially offset by US$4,494.2 million in cash proceeds from loans and financing.
Indebtedness and Financing Strategy
As of June 30, 2026, our total outstanding indebtedness was US$22,650.7 million, consisting of US$1,334.9 million of current loans and financing and US$21,315.8 million of non-current loans and financing, representing 61.6% of our total liabilities, which totaled US$36,779.3 million as of June 30, 2026.
As of December 31, 2025, our total outstanding indebtedness was US$21,090.6 million, consisting of US$833.1 million of current loans and financing and US$20,257.5 million of non-current loans and financing, representing 59.2% of our total liabilities, which totaled US$35,633.7 million as of December 31, 2025.
Our financing strategy has been and will be, over the next several years, to: (1) extend the average maturity of our outstanding indebtedness, including by refinancing short-term debt through longer-term borrowings and issuing longer-term debt securities, in order to increase our liquidity levels and improve our strategic, financial and operational flexibility;
and (2) reduce our financing costs by accessing lower-cost sources of finance, including through the capital markets and export finance.
Based on the profile of our indebtedness as of December 31, 2025 and our track record, we believe we will continue to be able to raise funds in U.S. dollars, euros and reais to meet our financial obligations. We further believe that our capital expenditures during recent years, in addition to capital expenditures that we intend to make in the near future, will allow us to increase our ability to generate cash, to strengthen our credit ratios and to enhance our capacity to meet our financial obligations.
We maintain lines of credit with various financial institutions to finance working capital requirements, and we believe we will continue to be able to obtain additional credit to finance our working capital needs based on our past track record and current market conditions.
Indebtedness Summary and Maturities
The table below sets forth our consolidated loans and financing as of June 30, 2026. A “foreign currency” instrument refers to an instrument whose currency is different from the functional currency of the borrower. A “local currency” instrument refers to an instrument whose currency is the same as the functional currency of the borrower.
| | | | | | | | | | | | | | | | | | |
Type | Average annual interest rate, range | Currency | Index | Maturity | As of June 30, 2026 | |
|
| | | | | (in millions of US$) | |
Foreign currency: | | | | | | |
ACC – Advances on exchange | 4.70% | USD | — | 2026 | 300.5 | |
Export credit note......................................................... | 5.06% | USD | SOFR | 2026 | 156.9 | |
Working capital – Dollar.............................................. | 3.80% | USD | SOFR | 2026 - 2030 | 23.9 | |
CRA - Agribusiness Credit Receivable Certificates..... | 4.71% - 6.00% | USD | — | 2027– 2035 | 103.3 | |
Livestock financing...................................................... | 5.43% | USD | — | 2031 | 3.2 | |
Notes (Bonds)............................................................... | 6.40% | Several | Several | 2057 | 997.3 | |
Others............................................................................ | 6.67% | Several | Several | Several | 1.6 | |
Total foreign currency................................................. | | | | | 1,586.7 | |
| | | | | | |
Local currency: | | | | | | |
Notes (Bonds)............................................................... | 2.50% - 7.25% | USD | — | 2027 - 2066 | 18,107.3 | |
CRA - Agribusiness Credit Receivable Certificates..... | 6.39% - 14.95% | BRL | IPCA – CDI | 2028 – 2065 | 2,302.4 | |
Revolving credit........................................................... | 3.50% | EUR | EURIBOR | 2026 | 31.3 | |
Revolving credit........................................................... | 5.45% - 5.75% | AUD | BBSW | 2026 – 2027 | 172.2 | |
Livestock financing...................................................... | 9.00% - 14.15% | BRL | CDI – Fixed rate | 2026 – 2035 | 210.4 | |
Working Capital – Euros.............................................. | 2.12% | EUR | EURIBOR | 2026 – 2032 | 45.3 | |
CDC – Direct credit to consumers................................ | 14.18% - 17.12% | BRL | — | 2026 | 0.1 | |
Others............................................................................ | 5.13% | Several | Several | Several | 194.9 | |
Total local currency..................................................... | | | | | 21,064.0 | |
Total.............................................................................. | | | | | 22,650.7 | |
Breakdown: | | | | | | |
Current loans and financing (*).................................... | | | | | 1,334.9 | |
Non-current loans and financing.................................. | | | | | 21,315.8 | |
Total.............................................................................. | | | | | 22,650.7 | |
(*) Balances classified as current which have their maturities between July 2026 and June 30, 2027.
The table below sets forth the payment schedule of our consolidated loans and financing in the total amount of US$22,650.7 million, as of June 30, 2026:
| | | | | | | | | | | |
| As of June 30, 2026 |
| (in millions of US$) | | (%) |
| | | |
Total current..................................................................................................... | 1,334.9 | | 5.9% |
2027.................................................................................................................... | 52.7 | | 0.2% |
2028.................................................................................................................... | 142.2 | | 0.6% |
2029.................................................................................................................... | 646.9 | | 2.9% |
2030.................................................................................................................... | 124.6 | | 0.6% |
2031.................................................................................................................... | 1,421.4 | | 6.3% |
After 2031........................................................................................................... | 18,928.0 | | 83.6% |
Total non-current............................................................................................. | 21,315.8 | | 94.1% |
Total................................................................................................................... | 22,650.7 | | 100.0% |
Certain of our indebtedness is secured or guaranteed by the following: (1) receivables and inventories; (2) letters of credit; (3) guarantees by parent companies or subsidiaries; and (4) mortgages and liens on real estate, equipment and other items.
For a description of the material debt agreements of JBS S.A. and its subsidiaries, see “—Description of Material Indebtedness” below.
Capital Expenditures
We make capital expenditures primarily for acquisitions, strategic investments as well as equipment purchases and maintenance, expansions and modernization of our facilities including: (1) expansion and modernization of our Seara plants; (2) buildings and earthwork for our facilities in the United States; (3) investments in our new business (Novos Negócios) units and (4) the construction of a new Italian specialties and pepperoni plant in Columbia, South Carolina.
Our capital expenditures for the six-month period ended June 30, 2026 totaled US$1,178.9 million in cash used in the purchase of property, plant and equipment, of which 44% were investments in facilities and 66% were investments in capacity expansion.
The source of cash for our capital expenditures generally tends to be our own operating cash flows.
Description of Material Indebtedness
The following summarizes our material indebtedness as of the date of this Quarterly Report, unless otherwise noted.
Fixed-Rate Notes
We have the following series of fixed-rate debt securities in the international capital markets as of June 30, 2026.
| | | | | | | | | | | |
Security | Outstanding Principal Amount | | Final Maturity |
| (in millions) | | |
| | | |
| JBS 2.500% Notes due 2027 (1) | US$796.2 | | July 2027 |
| JBS 3.000% Notes due 2029 (1) | US$600.0 | | February 2029 |
| JBS 3.750% Notes due 2031 (1) | US$493.0 | | December 2031 |
| JBS 3.625% Sustainability-Linked Notes due 2032 (1) | US$307.0 | | January 2032 |
| JBS 3.000% Sustainability-Linked Notes due 2032 (1) | US$1,000.0 | | May 2032 |
| JBS 5.750% Notes due 2033 (1) | US$900.0 | | April 2033 |
| JBS 6.750% Notes due 2034 (1) | US$900.0 | | March 2034 |
| JBS 5.950% Notes due 2035 (1) | US$1,000.0 | | April 2035 |
| JBS 5.500% Notes due 2036 (1) | US$1,250.0 | | January 2036 |
| JBS 5.625% Notes due 2037 (2) | US$1,500.0 | | March 2037 |
| JBS 4.375% Notes due 2052 (1) | US$105.9 | | February 2052 |
| JBS 6.500% Notes due 2052 (1) | US$968.8 | | December 2052 |
| JBS 7.250% Notes due 2053 (1) | US$899.6 | | November 2053 |
| JBS 6.375% Notes due 2055 (1) | US$750.0 | | February 2055 |
| JBS 6.250% Notes due 2056 (1) | US$1,250.0 | | March 2056 |
| JBS 6.400% Notes due 2057 (2) | US$1,000.0 | | May 2057 |
| JBS 6.375% Notes due 2066 (1) | US$1,000.0 | | April 2066 |
| PPC 4.250% Sustainability-Linked Notes due 2031 (3) | US$672.5 | | April 2031 |
| PPC 3.500% Notes due 2032 (3) | US$500.0 | | March 2032 |
| PPC 6.250% Notes due 2033 (3) | US$1,661.7 | | July 2033 |
| PPC 6.875% Notes due 2034 (3) | US$1,548.0 | | May 2034 |
______________ (1) On November 19, 2025, JBS USA, JBS N.V. and Regions Bank, as trustee, entered into supplemental indentures to each of the respective indentures governing these notes. Pursuant to each supplemental indenture, (1) JBS USA was substituted as a co-issuer by JBS N.V. and JBS N.V. became a co-issuer of these notes and (2) JBS S.A., JBS Global Luxembourg S.à r.l. and JBS Global Meat Holdings Pty Limited were released as parent guarantors of these notes, in each case, in accordance with the terms and conditions of the applicable indentures governing these notes. As a result, JBS S.A. was released from its obligations as a guarantor under the indentures, and JBS N.V. became the successor co-issuer under these notes, and has succeeded JBS S.A. as the registrant under these notes. In addition, JBS N.V., together with JBS USA Foods Group Holdings and JBS USA Food Company Holdings, became liable for all obligations under the indentures and these notes. Therefore, as of June 30, 2026, the issuers of these notes were JBS N.V., JBS USA Foods Group Holdings and JBS USA Food Company Holdings.
(2) These notes were co-issued by JBS N.V., JBS USA Foods Group Holdings and JBS USA Food Company Holdings.
(3) These notes were issued by PPC and are guaranteed by Pilgrim’s Pride Corporation of West Virginia, Inc., Gold’n Plump Poultry, LLC, Gold’n Plump Farms, LLC, and JFC LLC.
The indentures governing these notes contain negative covenants that limit JBS N.V. or PPC, as applicable, and their respective significant restricted subsidiaries that guarantee these notes from creating liens on Principal Property (as defined in the applicable indentures governing each series of notes) to secure debt and entering into certain sale and leaseback transactions. In addition, the indentures governing these notes restrict JBS N.V.’s or PPC’s, as applicable, ability to merge, consolidate, sell or otherwise dispose of all or substantially all of their respective assets. These covenants are subject to certain exceptions and qualifications, including that as of the date of this Quarterly Report, there are no Principal
Properties. For more information about these covenants and the indentures governing each series of these notes, see Exhibits 2.2 through 2.56 to our Form 20-F and Exhibits 4.1 through 4.2 to this Quarterly Report. We are currently in compliance with the covenants under the indentures governing our notes.
In addition, holders of the 5.625% Notes due 2037 and the 6.400% Notes due 2057, co-issued by JBS N.V., JBS USA Foods Group Holdings and JBS USA Food Company Holdings, benefit from registration rights set forth in a registration rights agreement entered into by JBS N.V. on April 13, 2026, pursuant to which JBS N.V. agreed to use its commercially reasonable efforts to consummate an exchange offer within 365 days of entering into such registration rights agreement to allow holders of such series of notes to exchange their notes for the same principal amount of registered exchange notes. For more information about this registration rights agreement, see Exhibit 4.3 to this Quarterly Report.
Sustainability-Linked Bonds
As described above, we have issued three series of fixed-rate sustainability-linked debt securities in the international capital markets, as follows:
•JBS USA’s 3.625% Sustainability-Linked Notes due January 2032 in an aggregate principal amount of US$973.4 million;
•JBS USA’s 3.000% Sustainability-Linked Notes due May 2032 in an aggregate principal amount of US$988.7 million; and
•PPC’s 4.250% Sustainability-Linked Notes due April 2031 in an aggregate principal amount of US$794.1 million.
As further described below, each series of sustainability-linked notes contains certain sustainability performance targets of JBS S.A., JBS USA or PPC that if unsatisfied will result in an increase in the interest rate payable on the respective notes. The applicable sustainability performance targets are specifically tailored to the business, operations and capabilities of JBS S.A., JBS USA and PPC and do not easily lend themselves to benchmarking against sustainability performance targets that may be used by other companies. In connection with these notes, none of JBS S.A., JBS USA or PPC has committed to (i) allocate the net proceeds specifically to projects or business activities meeting sustainability criteria or (ii) be subject to any other limitations or requirements that may be associated with green instruments, social instruments or sustainability instruments or other financial instruments in any particular market.
Furthermore, as there is currently no generally accepted definition (legal, regulatory or otherwise) of, nor market consensus as to what criteria a particular financial instrument must meet to qualify as, “green,” “social,” “sustainable” or “sustainability-linked” (and, in addition, the requirements of any such label may evolve from time to time), no assurance was or could be given to investors in these notes or to any other party by the issuers or the guarantors of the notes or any second party opinion providers or any qualified provider of third-party assurance or attestation services appointed by each company (an “external verifier”) that the notes will meet any or all investor expectations regarding the sustainability performance target qualifying as “green,” “social,” “sustainable” or “sustainability-linked,” or satisfy an investor’s requirements or any future legal, quasi-legal or other standards for investment in assets with sustainability characteristics, or that any adverse social and/or other impacts will not occur in connection with JBS S.A., JBS USA and/or PPC striving to achieve the sustainability performance target or the use of the net proceeds from the offering of notes.
In addition, no assurance or representation was given by the issuers and guarantors of the notes, any second party opinion providers or any external verifier as to the suitability or reliability for any purpose whatsoever of any opinion, report or certification of any third party in connection with the offering of the notes or the respective sustainability performance targets to fulfill any green, social, sustainability, sustainability-linked and/or other criteria. Any such opinion, report or certification is not, nor shall it be deemed to be, incorporated in and/or form part of this Quarterly Report.
There can be no assurance of the extent to which JBS S.A., JBS USA and/or PPC will be successful in significantly decreasing their greenhouse gas emissions. Although a failure to achieve the applicable sustainability performance targets will give rise to an upward adjustment of the applicable interest rates, any such failure would not be an event of default under the notes, nor would such failure result in a requirement to redeem or repurchase such securities.
See “Item 3. Key Information—D. Risk Factors—Risks Relating to Our Business and Industries—Failure by us to achieve our sustainability performance targets may result in increased interest payments under future financings and harm to our reputation” in our Form 20-F.
JBS USA’s 3.625% Sustainability-Linked Notes due January 2032
Under the terms of JBS USA’s 3.625% Sustainability-Linked Notes due January 2032, if JBS S.A. does not satisfy the sustainability performance target it established under its Sustainability-Linked Framework adopted in June 2021 (the “JBS S.A. June 2021 Sustainability-Linked Framework”) to reduce its Global Greenhouse Gas Emissions Intensity by 16.364% by December 31, 2025, based on linear annual improvements against the 2019 baseline year, and provide confirmation thereof to the trustee together with a related confirmation by an external verifier at least 30 days prior to January 15, 2027, the interest rate payable on the notes will be increased by 25 basis points from and including January 15, 2027 to and including the maturity date of January 15, 2032. For more information about the JBS S.A. June 2021 Sustainability-Linked Framework, including the sustainability performance target, see “Item 4. Information on the Company—B. Business Overview—Climate Change Reduction Goals—Sustainability-Linked Frameworks—JBS S.A. June 2021 Sustainability-Linked Framework” in our Form 20-F.
JBS USA’s 3.000% Sustainability-Linked Notes due May 2032
Under the terms of JBS USA’s 3.000% Sustainability-Linked Notes due May 2032, if JBS USA does not satisfy the sustainability performance target it established under its Sustainability-Linked Framework adopted in November 2021 (the “JBS USA Sustainability-Linked Framework”) to reduce its Global Greenhouse Gas Emissions Intensity by 20.30% by December 31, 2026, based on linear annual improvements against the 2019 baseline year, and provide confirmation thereof to the trustee together with a related confirmation by an external verifier within six months after December 31, 2026, the interest rate payable on the notes will be increased by 25 basis points from and including November 15, 2027 to and including the maturity date of May 15, 2032. For more information about the JBS USA Sustainability-Linked Framework, including the sustainability performance target, see “Item 4. Information on the Company—B. Business Overview—Climate Change Reduction Goals—Sustainability-Linked Frameworks— JBS USA Sustainability-Linked Framework” in our Form 20-F.
PPC’s 4.250% Sustainability-Linked Notes due April 2031
Under the terms of PPC’s 4.250% Sustainability-Linked Notes due April 2031, if PPC does not satisfy the sustainability performance target it established under its Sustainability-Linked Framework adopted in March 2021(the “PPC Sustainability-Linked Framework”) to reduce its Global Greenhouse Gas Emissions Intensity by 17.679% by December 31, 2025, based on linear annual improvements against the 2019 baseline year, and provide confirmation thereof to the trustee together with a related confirmation by an external verifier at least 30 days prior to October 15, 2026, the interest rate payable on the notes will be increased by 25 basis points from and including October 15, 2026 to and including the maturity date of April 15, 2031. For more information about the PPC Sustainability-Linked Framework, including the sustainability performance target, see “Item 4. Information on the Company—B. Business Overview—Climate Change Reduction Goals—Sustainability-Linked Frameworks— PPC Sustainability-Linked Framework” in our Form 20-F.
JBS S.A. Revolving Credit Facility
On August 5, 2022, JBS S.A. and its subsidiaries JBS Investments Luxembourg S.à r.l., Seara Meats B.V. and Seara Alimentos Ltda., as borrowers and guarantors, entered into a US$450.0 million revolving unsecured credit facility (the “JBS S.A. Revolving Credit Facility”). On December 19, 2025, we entered into an amendment to the JBS S.A. Revolving Credit Facility, whereby JBS N.V. was included as an additional borrower and guarantor for all purposes under the JBS S.A. Revolving Credit Facility and its ancillary documents.
Any borrowing made by a borrower will be guaranteed by the other three obligors. The capacity of JBS S.A. Revolving Credit Facility could be increased up to US$500.0 million, with an accordion expansion feature, which was put into effect in November 2024, after obtaining lender commitments. The JBS S.A. Revolving Credit Facility initially matured in August 2025 and included two one-year extensions that were exercised at the borrowers’ option and duly accepted by all counterparties. Pursuant to the terms of the JBS S.A. Revolving Credit Facility, the interest rate under any borrowings accrued at an adjusted secured overnight financing rate (“SOFR”), plus applicable margins that were based on
the corporate rating of JBS S.A. As of June 30, 2026, there were no outstanding borrowings under the JBS S.A. Revolving Credit Facility.
The JBS S.A. Revolving Credit Facility contained customary representations, covenants and events of default. The JBS S.A. Revolving Credit Facility contained negative covenants that restrict the borrowers and guarantors thereunder and significant restricted subsidiaries from creating liens on their property or assets to secure debt and entering into certain sale and leaseback transactions. In addition, the JBS S.A. Revolving Credit Facility restricted the borrowers’ and guarantors’ ability to merge, consolidate, sell or otherwise dispose of all or substantially all of their respective assets. These covenants were subject to certain exceptions and qualifications. We were in compliance with the covenants under the JBS S.A. Revolving Credit Facility, as of June 30, 2026. The JBS S.A. Revolving Credit Facility and all commitments thereunder were terminated effective on July 31, 2026.
JBS Senior Unsecured Revolving Facility
On November 1, 2022, JBS USA and other JBS group companies, as borrowers, entered into an unsecured revolving credit facility (as amended from time to time, the “2021 JBS Senior Unsecured Revolving Facility Agreement”), with Bank of Montreal (“BMO”), as administrative agent, and the lender parties thereto. The 2021 JBS Senior Unsecured Revolving Facility provided for a revolving credit commitment in an amount up to US$1,500.0 million with maturity in 2027, with two one-year extension options at each lender’s discretion. As of June 30, 2026, we had outstanding letters of credit and available borrowings under the revolving credit commitment of US$0.2 million and US$1,499.8 million, respectively. There were no outstanding borrowings as of June 30, 2026.
On July 31, 2026 (the “Restatement Agreement Effective Date”), JBS N.V., JBS USA Food Company Holdings, JBS USA Foods Group Holdings, JBS Australia Pty Limited, JBS Food Canada ULC, JBS S.A. and Seara, as borrowers, entered into a Sixth Amendment to the JBS Senior Unsecured Revolving Facility Agreement (the “Sixth Amendment”) with BMO, as administrative agent, and the lenders party thereto. The Sixth Amendment amended and restated the 2021 JBS Senior Unsecured Revolving Facility Agreement (as amended and restated by the Sixth Amendment, the “Amended JBS Senior Unsecured Revolving Facility Agreement”). The 2021 JBS Senior Unsecured Revolving Facility Agreement and all commitments thereunder were terminated effective upon the Restatement Agreement Effective Date.
The Amended JBS Senior Unsecured Revolving Facility Agreement provides for a senior unsecured revolving credit facility (the “Revolving Facility”) in an aggregate principal commitment amount of up to US$2.65 billion with maturity in 2031. The Revolving Facility is available in U.S. dollars and in certain other approved currencies. Extensions of credit under the Revolving Facility may be used for working capital, capital expenditures and other general corporate purposes. Interest on borrowings under the Amended JBS Senior Unsecured Revolving Facility Agreement will accrue and be payable, at the applicable borrower’s option, at an annual rate equal to the Term Secured Overnight Financing Rate (“Term SOFR”) or, in the case of borrowings in approved foreign currencies, the applicable benchmark rate for such currency plus applicable margins that are based on the corporate credit or family rating of JBS N.V.
Guarantors
Subject to the Collateral Cure described below, the obligations under the Revolving Facility are guaranteed by the Company and, depending on the applicable borrower, JBS USA Food Company Holdings and JBS USA Foods Group Holdings, Inc.
Covenants and Events of Default
The Amended JBS Senior Unsecured Revolving Facility Agreement contains affirmative and negative covenants customary for senior unsecured investment grade facilities, including restrictions on the incurrence of priority debt; the granting of liens; fundamental changes; sale-leaseback transactions; dispositions of all or substantially all assets; changes in line of business; and changes in fiscal year, in each case subject to certain exceptions. The Amended JBS Senior Unsecured Revolving Facility Agreement also requires the borrowers to maintain a minimum consolidated Interest Coverage Ratio (as defined in the Amended JBS Senior Unsecured Revolving Facility Agreement) of not less than 3.00 to 1.00 (the “Financial Maintenance Covenant”), tested as of the end of each fiscal quarter commencing with the fiscal quarter ending September 30, 2026.
The Amended JBS Senior Unsecured Revolving Facility Agreement contains events of default customary for facilities of this type, including: non-payment of principal when due; non-payment of interest or other amounts after a five business day grace period; violation of covenants (subject to applicable grace periods); material inaccuracy of representations and warranties; cross payment default and cross-acceleration with respect to certain indebtedness; bankruptcy or other insolvency events; certain monetary judgments; ERISA events; and change of control.
Collateral Cure
Substantially consistent with the 2021 JBS Senior Unsecured Revolving Facility Agreement, if the borrowers are not in compliance with the Financial Maintenance Covenant as of the end of any fiscal quarter, the borrowers must within a specified time period, provide a collateral cure (the “Collateral Cure”), which includes (i) causing certain affiliates to provide guarantees of the obligations under the Amended JBS Senior Unsecured Revolving Facility Agreement and (ii) causing certain U.S. borrowers and subsidiary guarantors to grant perfected first-priority security interests in substantially all of their U.S. assets, subject to customary exceptions. Upon the occurrence of a Collateral Cure, availability under the Revolving Facility will be subject to a U.S. asset-based borrowing base, and the applicable interest rate margins will increase.
JBS USA Commercial Paper Program
On December 10, 2024, JBS USA launched its commercial paper program. The program allowed JBS USA, JBS USA Food Company and JBS USA Foods Group Holdings to issue up to US$1.0 billion in aggregate principal amount of short-term, unsecured notes without registration under the Securities Act.
On December 22, 2025, the issuers notified the other parties of the termination of the existing commercial paper program. Concurrently, JBS N.V., JBS USA Foods Group Holdings and JBS USA Food Company Holdings launched a new program, allowing the issuance of up to US$1.0 billion in aggregate principal amount of short-term, unsecured notes without registration under the Securities Act. As of June 30, 2026, there were no outstanding borrowings under the new commercial paper program.
PPC U.S. Credit Facility
On October 4, 2023, PPC and certain of PPC’s subsidiaries entered into a Revolving Syndicated Facility Agreement (the “PPC U.S. Credit Facility”) with CoBank, ACB as administrative agent and the other lenders party thereto. The PPC U.S. Credit Facility provides for a revolving loan commitment of up to US$850.0 million with a maturity on October 4, 2028. The PPC U.S. Credit Facility is unsecured and will be used for general corporate purposes. Outstanding borrowings under the PPC U.S. Credit Facility bear interest at a per annum rate equal to either the SOFR or the prime rate plus applicable margins based on PPC’s credit ratings. As of June 30, 2026, PPC had outstanding letters of credit and available borrowings under the PPC U.S. Credit Facility of US$3.8 million and US$846.2 million, respectively, and there were no outstanding borrowings under this agreement.
The PPC U.S. Credit Facility is not guaranteed by any of PPC’s subsidiaries. Following the PPC Collateral Cure (as defined below), each wholly-owned subsidiary of each borrower is required to become a guarantor (other than certain excluded subsidiaries that are not required to become a guarantor). The PPC U.S. Credit Facility contains customary representations and warranties, covenants and events of default. The PPC U.S. Credit Facility imposes certain limitations and restrictions on PPC and its restricted subsidiaries, including limitations on (1) liens, (2) indebtedness, (3) sales and other dispositions of assets, (4) dividends, distributions, and other payments in respect of equity interest, (5) investments, and (6) voluntary prepayments, redemptions or repurchases of junior debt, in each case, subject to certain exceptions which can be material and certain of such clauses only apply to PPC upon the occurrence of certain triggering events. In addition, the PPC U.S. Credit Facility and subject to the PPC Collateral Cure, includes a financial maintenance covenant that requires PPC not to permit its interest coverage ratio to be less than 3.50:1.00, which shall be tested at the end of each fiscal quarter of PPC (the “PPC Financial Maintenance Covenant”).
After the end of any fiscal quarter, PPC may give notice that they will not be in compliance with the PPC Financial Maintenance Covenant and instead may elect to cause the borrowers and each subsidiary guarantor to provide security interests in the collateral that secured PPC’s prior secured credit facility (the “PPC Collateral Cure”). From and after the date of the PPC Collateral Cure, the PPC Financial Maintenance Covenant will no longer be in effect and availability under the PPC U.S. Credit Facility will be limited and subject to collateral coverage utilizing a 75% advance rate on U.S.
receivables and a 50% advance rate on U.S. inventory, subject to certain exceptions. PPC is currently in compliance with the covenants under the PPC U.S. Credit Facility.
Agribusiness Credit Receivable Certificates (Certificados de Recebíveis do Agronegócio)
JBS S.A.
From October 2022 through May 2024, JBS S.A. issued several series of non-convertible unsecured debentures through private placements in Brazil, with maturities ranging from 2027 until 2044. These debentures are denominated in Brazilian reais and bear interest at various rates. A larger part of these debentures have their principal amount adjusted according to the Brazilian inflation – IPCA (Índice Nacional de Preços ao Consumidor Amplo), with an annual average interest rate of 6.4% as of June 30, 2026, while the remaining part is indexed to the U.S. dollar plus an annual average interest rate of 5.8% as of June 30, 2026. These debentures underlie the securitization of agribusiness receivables in Brazil through the issuance of agribusiness receivables certificates (Certificados de Recebíveis do Agronegócio) (“CRAs”). The net proceeds from the issuances of these debentures have been used primarily to acquire cattle, natural products and other inputs necessary for the processing or industrialization of bovine cattle, including the slaughter, preparation of by-products, and the manufacturing of meat products from the primary slaughter process mentioned above, as well as the sale of the resulting products and by-products of such process, including exportation, intermediation, storage, and transportation of the products, by-products, and derivatives. As of June 30, 2026, the outstanding aggregate principal amount of these CRAs was US$1.1 billion.
Seara
From October 2024 through June 2026, several series of CRAs representing rural financial product notes (Cédulas de Produto Rural Financeiras – CPR-Financeiras) issued by Seara and guaranteed by JBS S.A. were issued, with maturities ranging from 2029 until 2065. These rural financial product notes are denominated in Brazilian reais and bear interest at various rates. A larger part of these rural financial product notes have their principal amount adjusted according to the Brazilian inflation – IPCA (Índice Nacional de Preços ao Consumidor Amplo), with an annual average interest rate of 7.5% as of June 30, 2026, while a small portion is indexed to the Brazilian Interbank Deposit Rate (“CDI Rate”), with an annual interest rate of 100% of the CDI Rate. The remaining part is indexed to the U.S. dollar plus an annual average interest rate of 5.4% as of June 30, 2026. Seara used the net proceeds from the issuances of the rural financial product notes primarily to acquire raw materials, namely corn in natura, in the ordinary course of its business. As of June 30, 2026, the outstanding aggregate principal amount of these CRAs was US$1.4 billion. The agreements governing these CRAs contain customary covenants and events of default; however, they do not include any financial covenants.
Other Debt
For more information about our consolidated indebtedness, including our other, lower value debt instruments and facilities, see “—Contractual Obligations” below and note 16 to our unaudited interim financial statements, which are included in Part I, Item I of this Quarterly Report, and note 16 to our audited financial statements, which are included in our Form 20-F.
Contractual Obligations
The following tables summarize our significant loans and financing, including estimated interest thereon, payables related to purchases of assets, finance lease obligations, operating lease obligations and other purchase obligations as of the dates indicated that have an impact on our liquidity.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| As of June 30, 2026 |
| Less than 1 year | | Between 1 and 3 years | | Between 4 and 5 years | | More than 5 years | | Total |
| (in millions of US$) |
Trade accounts payable and supply chain finance................................................................................. | 7,047.2 | | — | | — | | — | | 7,047.2 |
Loans and financing............................................................ | 1,334.9 | | 841.8 | | 1,546.0 | | 18,928.0 | | 22,650.7 |
Estimated interest on loans and financing (1)..................... | 309.2 | | 659 | | 320.1 | | 3,786.6 | | 5,074.9 |
Derivatives liabilities........................................................... | 116.8 | | 101.9 | | — | | — | | 218.7 |
Payments of leases............................................................... | 368.7 | | 619.2 | | 364.5 | | 781.0 | | 2,133.4 |
Commodities and energy forward purchase contracts......... | 289.9 | | 24,126.2 | | 6,813.6 | | 3,811.1 | | 35,040.8 |
______________ (1)Includes interest on all loans and financing outstanding. Payments are estimated for variable rate and variable term debt based on effective interest rates as of June 30, 2026. Payments in foreign currencies are estimated using the June 30, 2026 exchange rate.
Research and Development, Patents and Licenses, Etc.
Our global innovation teams collaborate to share trends, solutions, and technological advancements, leveraging collective expertise to drive category growth. With a diverse product portfolio, JBS aims to deliver high-quality offerings tailored to evolving customer needs and consumer preferences. Investments in cultivated protein are central to our strategic vision. In 2021, we entered the cultured protein market with the acquisition of BioTech Foods in Spain. Additionally, the upcoming JBS Biotech Innovation Centre in Santa Catarina will be Brazil's largest research facility dedicated to food biotechnology. Our expansion into plant-based proteins is exemplified by Seara’s Incrível and the acquisition of Vivera Topholding BV, which produces and sells plant-based protein products in Europe.
Initiatives such as Seara’s Innovation Hub and Friboi’s Meat Technology and Study Center (Cetec) reflect our commitment to product quality and innovation. Through in-depth analysis of the entire production chain and continuous research, we adapt to shifting consumer expectations. In partnership with Colorado State University, we established the JBS Global Food Innovation Center, advancing food safety, meat sciences, and animal welfare practices. Furthermore, JBS USA makes significant investments in technology and innovation to uphold world-class quality standards, exemplified by the transition to zero-trim beef products. Meanwhile, Pilgrim’s Europe integrates advanced technologies, including Internet of Things (IoT) devices, to enhance operational efficiencies and predictive maintenance.
Trend Information
The following list sets forth, in our view, the most important trends, uncertainties and events that are reasonably likely to continue to have a material effect on our revenues, income from operations, profitability, liquidity and capital resources, or that may cause reported financial information to be not necessarily indicative of future operating results or financial condition:
•global economic conditions;
•Brazilian economic environment;
•effect of level of indebtedness and interest rates;
•effect of the levels of sales of fresh and processed products in the domestic market on our results of operations;
•effect of the levels of exports of fresh and processed products on our results of operations;
•fluctuations in domestic market prices of fresh and processed products can significantly affect our operating revenues;
•effects of fluctuations in export prices of fresh and processed products on operating revenues;
•effects of the variation of prices for the purchase of raw materials on our costs of goods sold; and
•effects of fluctuations in currency exchange rates.
For more information, see “—Principal Factors Affecting our Financial Condition and Results of Operations” above.
Critical Accounting Estimates
The presentation of our financial position and results of operation in accordance with IFRS – Accounting Standards, and the disclosures related to judgments and estimates can be found in note 2.6 to our audited financial statements, which are included in our Form 20-F.
Recent Accounting Pronouncements
Certain new and amended accounting standards and interpretations have been adopted by us and are described in note 2.1 to our unaudited interim financial statements, which are included in Part I, Item I of this Quarterly Report, and note 2.5 to our audited financial statements, which are included in our Form 20-F.
Reconciliation of Adjusted EBITDA
We have disclosed Adjusted EBITDA in this Quarterly Report, which is a non-GAAP financial measure. Adjusted EBITDA is used as a measure of our segments performance by our management and should not be considered as a measure of financial performance in accordance with IFRS – Accounting Standards. You should rely on non-GAAP financial measures in a supplemental manner only in making your investment decision. There is no standard definition of non-GAAP financial measures, and JBS’s definitions may not be comparable to those used by other companies.
Adjusted EBITDA is calculated by making the following adjustments to our net income, as further described below: exclusion of current and deferred income taxes; exclusion of share of profit of equity-accounted investees, net of tax; exclusion of net finance expense; exclusion of depreciation and amortization expenses; exclusion of antitrust agreements expenses; exclusion of donations and social programs expenses; exclusion of impairment of assets expenses; exclusion of restructuring expenses; exclusion of fiscal payments and installments; exclusion of Rio Grande do Sul claim losses; exclusion of extemporaneous litigation expenses; exclusion of reversal of tax credits; exclusion of avian influenza impacts; exclusion of certain tax assessment notice; exclusion of closure of plants expenses; and exclusion of certain other operating income (expense), net.
The use of Adjusted EBITDA instead of net income has limitations as an analytical tool, including the following:
•Adjusted EBITDA does not reflect changes in, or cash requirements for, working capital needs;
•Adjusted EBITDA does not reflect interest expense, or the cash requirements necessary to service interest or principal payments, on debt;
•Adjusted EBITDA does not reflect income tax expense or the cash requirements to pay taxes;
•Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and Adjusted EBITDA does not reflect any cash requirements for such replacements;
•Adjusted EBITDA does not reflect historical cash expenditures or future requirements for capital expenditures or contractual commitments; and
•Adjusted EBITDA includes adjustments that represent cash expenses or that represent non-cash charges that may relate to future cash expenses, and some of these expenses are of a type that are expected to be incurred in the future, although the amount of any such future charge cannot be predicted.
Adjusted EBITDA is reconciled to our net income (loss) as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| For the six-month period ended June 30, | | For the year ended December 31, |
| 2026 | | 2025 | | 2025 | | 2024 | | 2023 |
| | | | | | | | | |
| (in millions of US$) |
| | | | | | | | | |
Net income (loss)......................................... | 145.4 | | 1,150.6 | | 2,229.8 | | 1,967.6 | | (131.7) |
Income taxes – current and deferred............ | (58.8) | | 280.0 | | 390.5 | | 743.4 | | (128.0) |
Share of profit of equity-accounted investees, net of tax..................................... | (14.8) | | (10.6) | | (16.9) | | (2.9) | | (9.5) |
Net finance expense..................................... | 1,009.8 | | 568.0 | | 1,556.3 | | 1,669.8 | | 1,353.4 |
Depreciation and amortization..................... | 1,256.6 | | 1,100.8 | | 2,308.5 | | 2,189.5 | | 2,149.1 |
Antitrust agreements (a).............................. | 157.4 | | 133.6 | | 182.3 | | 253.7 | | 102.5 |
Donations and social programs (b).............. | 0.5 | | 1.1 | | 1.8 | | 22.5 | | 18.2 |
Impairment of assets (c).............................. | — | | 12.8 | | 21.1 | | — | | 26.3 |
Restructuring (d).......................................... | 20.1 | | 21.5 | | 33.4 | | 95.6 | | 52.2 |
Fiscal payments and installments (e)........... | 9.6 | | 2.4 | | 2.4 | | 81.8 | | — |
Rio Grande do Sul claim (f)........................ | — | | — | | — | | 19.3 | | — |
Extemporaneous litigation (g)..................... | — | | — | | 20.7 | | 61 | | — |
Reversal of tax credits (h)............................ | — | | — | | — | | 58.7 | | — |
Avian influenza (i)....................................... | — | | 5.6 | | 17.1 | | — | | — |
Tax assessment notice (j)............................. | — | | — | | 43.2 | | — | | — |
Closure of plants (k).................................... | 24.1 | | — | | — | | — | | — |
Other operating income (expense), net (l)... | 12.7 | | 15.5 | | 41.2 | | 32.0 | | 25.5 |
Adjusted EBITDA....................................... | 2,562.7 | | 3,281.4 | | 6,831.4 | | 7,191.9 | | 3,457.9 |
| | | | | | | | | |
Adjusted EBITDA by segment: | | | | | | | | | |
Brazil........................................................... | 436.9 | | 359.7 | | 955.1 | | 965.0 | | 469.3 |
Seara............................................................ | 749.7 | | 817.5 | | 1,553.4 | | 1,538.6 | | 364.5 |
Beef North America.................................... | (345.0) | | (333.5) | | (319.5) | | 247.3 | | 114.2 |
Pork USA..................................................... | 390.8 | | 500.9 | | 898.9 | | 1,071.2 | | 526.9 |
Pilgrim’s Pride............................................. | 952.6 | | 1,477.9 | | 2,804.5 | | 2,703.4 | | 1,536.0 |
Australia...................................................... | 363.5 | | 450.5 | | 916.0 | | 664.3 | | 454.7 |
Miscellaneous.............................................. | n.a. | | n.a. | | 23.0 | | 3.5 | | (5.2) |
Total reportable segments............................ | 2,548.5 | | 3,273.1 | | 6,831.4 | | 7,193.2 | | 3,460.4 |
All other segments....................................... | 14.2 | | 8.4 | | n.a. | | n.a. | | n.a. |
Eliminations................................................. | — | | — | | — | | (1.3) | | (2.6) |
Adjusted EBITDA ...................................... | 2,562.7 | | 3,281.4 | | 6,831.4 | | 7,191.9 | | 3,457.9 |
__________________ n.a. = not applicable.
(a) Refers to antitrust agreements entered into by JBS USA and its subsidiaries. For more information, see “Item 8. Financial Information—A. Consolidated Statements and Other Financial Information—Legal Proceedings” in our Form 20-F.
(b) Refers to donations made by us, substantially composed of donations to the JBS Fund for The Amazon (Fundo JBS pela Amazônia), a fund established by JBS S.A. to finance and support innovative, long-term initiatives that build on our legacy of conservation and sustainable development in the Amazon biome.
(c) Refers mainly to the impairment of fixed assets and the impairment of recoverable tax credits.
(d) Refers to multiple restructuring initiatives, primarily those in our indirect subsidiary PPC, which are registered as other expenses, as well as other non-significant restructuring projects that are registered as general and administrative expenses.
(e) Refers to the special payment program for installment plans of tax proceedings with exemption from fines and reduction of interest of our indirect subsidiary JBS S.A.
(f) Refers to losses incurred in connection with a claim related to the floods that occurred in the Brazilian State of Rio Grande do Sul.
(g) Refers to extemporaneous litigation arising from debts of companies acquired by the JBS Group and recognizes these settlement expenses within general and administrative.
(h) Refers to the reversal of ICMS credits on sales operations disallowed in the Brazilian State of Santa Catarina.
(i) Refers to the impacts related to the avian influenza incurred by our indirect subsidiary Seara.
(j) Refers to tax assessments related to the acquisition of Tyson de México by our indirect subsidiary PPC. For more information, see “Item 8. Financial Information—A. Consolidated Statements and Other Financial Information—Legal Proceedings” in our Form 20-F.
(k) Refers to the costs associated with the permanent closure of the Memphis, Souderton, and Chattanooga plants, owned by the indirect subsidiary JBS USA.
(l) Refers to several adjustments in JBS USA’s jurisdiction, such as third-party advisory expenses related to acquisitions and insurance recovery, among others.
Supplemental Financial and Non-Financial Information about the Obligors of the JBS USA Registered Notes
Reference is made to the following 15 series of notes (collectively, the “JBS USA Registered Notes”) issued by JBS N.V., JBS USA Foods Group Holdings and JBS USA Food Company Holdings (collectively, the “Co-Issuers” or “Obligors”): (i) 2.500% Senior Notes due 2027; (ii) 3.000% Senior Notes due 2029; (iii) 3.750% Senior Notes due 2031; (iv) 3.625% Sustainability-Linked Senior Notes due 2032; (v) 3.000% Sustainability-Linked Senior Notes due 2032; (vi) 5.750% Senior Notes due 2033; (vii) 6.750% Senior Notes due 2034; (viii) 5.950% Senior Notes due 2035; (ix) 5.500% Senior Notes due 2036; (x) 4.375% Senior Notes due 2052; (xi) 6.500% Senior Notes due 2052; (xii) 7.250% Senior Notes due 2053; (xiii) 6.375% Senior Notes due 2055; (xiv) 6.250% Senior Notes due 2056; and (xv) 6.375% Senior Notes due 2066.
JBS N.V. indirectly owns 100% of each of JBS USA Foods Group Holdings and JBS USA Food Company Holdings, which are holding subsidiaries of JBS N.V. with no operations of their own or assets (other than the equity interests of their respective direct subsidiaries). The Obligors’ ability to service their debt obligations, including the JBS USA Registered Notes, is dependent upon the earnings of their respective subsidiaries and such subsidiaries’ ability to distribute those earnings as dividends, loans or other payments to such Obligors. Under the terms of the indentures pursuant to which the JBS USA Registered Notes were issued, principal, accrued and unpaid interest and certain other obligations are due under the JBS USA Registered Notes in accordance with each such indenture. For more information about the terms and conditions of the JBS USA Registered Notes, see “Item 12. Description of Securities Other Than Equity Securities—A. Debt Securities—Description of the JBS USA Registered Notes.” The JBS USA Registered Notes are senior unsecured
obligations and are effectively subordinated to the Obligors’ secured obligations to the extent of the value of the assets securing such obligations. The JBS USA Registered Notes are structurally subordinated to all existing and future debt and other liabilities, including trade payables, of each of JBS N.V.’s subsidiaries (other than the other Co-Issuers). Moreover, under the laws of the jurisdictions of organization of the Obligors, obligations under the JBS USA Registered Notes are subordinated to certain statutory preferences. In the event of any liquidation, bankruptcy, or judicial reorganization of such entities, such statutory preferences, including motions for restitution, post-petition claims, claims for salaries, wages, social security, taxes and court fees and expenses and claims secured by collateral, among others, will have preference and priority over any other claims, including any claims in respect of the Obligors under the JBS USA Registered Notes. For more information about these and other the factors that may affect payments to holders of the JBS USA Registered Notes, see “Item 3. Key Information—D. Risk Factors—Risks Relating to Our Debt and the JBS USA Registered Notes” in our Form 20-F.
Pursuant to Rule 3-10 of Regulation S-X subsidiary issuers are not required to provide separate financial statements, provided that the subsidiary obligor is consolidated into the parent company’s consolidated financial statements, and, subject to certain exceptions as set forth below, the alternative disclosure required by Rule 13-01 of Regulation S-X is provided, which includes narrative disclosure and summarized financial information. Accordingly, separate consolidated financial statements of each Co-Issuer (other than JBS N.V.) have not been presented.
Furthermore, as permitted under Rule 13-01(a)(4)(vi) of Regulation S-X, except as described below, we have excluded the summarized financial information for the Co-Issuers (other than JBS N.V.) because, except for JBS N.V., the combined Co-Issuers, excluding investments in subsidiaries that are not issuers, have no material assets, liabilities or results of operations, and management believes such summarized financial information would not provide incremental value to investors.
Summarized financial information is presented below for JBS N.V., as parent company and the only Co-Issuer with material operations, on a stand-alone basis and does not include investments in and equity in the earnings of non-obligor subsidiaries. Transactions with and balances to/from non-obligor subsidiaries and related parties have been presented separately.
The following summarized financial information sets forth our summarized statement of financial position data as of June 30, 2026 and December 31, 2025 and summarized statement of income data for the six-month period ended June 30, 2026 and the year ended December 31, 2025.
| | | | | | | | | | | |
| As of and for the six-month period ended June 30, 2026 | | As of and for the year ended December 31, 2025 |
| | | |
| (in millions of US$) |
Statement of financial position data: | | | |
Current assets: | | | |
Due from non-obligor subsidiaries and related parties.............................. | 313.6 | | 431.5 |
Other current assets.................................................................................... | 3,146.1 | | 2,761.9 |
Total current assets.................................................................................. | 3,459.6 | | 3,193.3 |
Non-current assets: | | | |
Due from non-obligor subsidiaries and related parties.............................. | 33.0 | | 57.0 |
Other non-current assets............................................................................. | 12,841.4 | | 12,402.3 |
Total non-current assets.......................................................................... | 12,874.4 | | 12,459.3 |
Current liabilities: | | | |
Due to non-obligor subsidiaries and related parties................................... | 100.0 | | 98.0 |
Other current liabilities.............................................................................. | 2,491.5 | | 2,067.5 |
Total current liabilities............................................................................ | 2,591.5 | | 2,165.5 |
Non-current liabilities: | | | |
Due to non-obligor subsidiaries and related parties................................... | 3,946.0 | | 2,744.0 |
Other non-current liabilities....................................................................... | 2,117.8 | | 2,185.6 |
Total non-current liabilities.................................................................... | 6,063.8 | | 4,929.6 |
| | | |
Statement of income data (1): | | | |
Net revenue................................................................................................ | 7,750.6 | | 14,218.5 |
Gross profit................................................................................................ | 1,024.8 | | 2,112.5 |
Net income (loss) attributable to company shareholders........................... | 34.9 | | 440.3 |
Net income (loss)....................................................................................... | 34.9 | | 440.3 |
_______________(1)For the six-month period ended June 30, 2026, net revenue, gross profit and net income (loss) include US$1,282.5 million, US$44.7 million and US$29.5 million, respectively, of intercompany transactions with non-obligor subsidiaries and related parties. For the year ended December 31, 2025, net revenue, gross profit and net income (loss) include US$1,451.6 billion, US$154.9 million and US$102.3 million, respectively, of intercompany transactions with non-obligor subsidiaries and related parties.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
We are exposed to various market risks arising from our normal business activities. These market risks, which are beyond our control, primarily involve the possibility that changes in interest rates, inflation, exchange rates and commodity prices will adversely affect the value of our financial assets and liabilities or future cash flows and earnings.
Our risk management strategy is designed to mitigate the financial impact derived from our exposure to market risks, and accordingly, we have used and may continue to use interest rate, exchange rates and commodity derivative instruments, cash and receivables to mitigate these market risks. Our hedging activities are governed by a financial risk management department, which follows corporate governance standards and guidelines for our company that are established by our risk management committee and approved by our board of directors.
For more information about our risk management, see note 25 to our unaudited interim financial statements, which are included in Part I, Item I of this Quarterly Report, and note 27 to our audited financial statements, which are included in our Form 20-F.
Item 4. Controls and Procedures
Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures
We maintain disclosure controls and procedures designed to ensure that information required to be disclosed in reports filed under the Exchange Act is recorded, processed, summarized and reported within the specified time periods. Our chief executive officer and chief financial officer evaluated the effectiveness, as of June 30, 2026, of our “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act.
Our management, with the participation of our chief executive officer and our chief financial officer, conducted an evaluation of the effectiveness of our disclosure controls and procedures as of June 30, 2026. Based upon this evaluation, our chief executive officer and our chief financial officer have concluded that our disclosure controls and procedures as of June 30, 2026 were not effective because of a material weakness in internal control over financial reporting. For additional information on this material weakness, see “Item 15. Controls and Procedures—B. Management’s Annual Report on Internal Control over Financial Reporting” in our Form 20-F.
Notwithstanding the material weakness mentioned above, our management, including our chief executive officer and our chief financial officer, has concluded that the our unaudited interim financial statements, which are included elsewhere in this Quarterly Report, present fairly, in all material respects, our consolidated financial position, results of operations and cash flows for the periods presented, in accordance with the IAS 34 – Interim Financial Reporting, as issued by the IASB.
Changes in Internal Control over Financial Reporting
Except for the material weakness and the remediation plan described in “Item 15. Controls and Procedures—B. Management’s Annual Report on Internal Control over Financial Reporting” in our Form 20-F, there were no changes in our internal control over financial reporting that occurred during the period covered by this Quarterly Report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Part II - Other Information
Item 1. Legal Proceedings
The information required with respect to this item can be found in Part I, Item 1, “Note 19. Provisions for legal proceedings” in this Quarterly Report and is incorporated by reference into this Part II, Item 1.
Item 1A. Risk Factors
For a discussion of our potential risks and uncertainties, please see “Item 3. Key Information—D. Risk Factors” and “Part I—Item 5—Operating and Financial Review and Prospects” in our Form 20-F and “Part I—Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations” herein, in each case as updated by our periodic filings with the SEC. There have been no material changes to the risk factors previously disclosed in our Form 20-F.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
Not appicable.
Item 5. Other Information
None of the JBS N.V.’s directors or executive officers adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” (as such terms are defined in Item 408 of Regulation S-K) during the fiscal quarter ended June 30, 2026.
Item 6. Exhibits
| | | | | |
| Exhibit No. | Description |
| 3.1 | |
| 3.2 | |
| 3.3 | |
| 3.4 | |
| 3.5 | |
4.1* | |
4.2* | |
| | | | | |
4.3* | |
| 31.1* | |
| 31.2* | |
| 32.1** | |
| 101.INS* | Inline XBRL Instance Document. The instance document does not appear on the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. |
| 101.SCH* | Inline XBRL Taxonomy Extension Schema Document. |
| 101.CAL* | Inline XBRL Taxonomy Extension Calculation Linkbase Document. |
| 101.DEF* | Inline XBRL Taxonomy Extension Definition Linkbase Document. |
| 101.LAB* | Inline XBRL Taxonomy Extension Label Linkbase Document. |
| 101.PRE* | Inline XBRL Taxonomy Extension Linkbase Document. |
| 104* | Cover page interactive data (formatted as Inline XBRL and contained in Exhibit 101). |
______________
* Filed herewith.
** Furnished herewith.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| | | | | |
| Date: August 10, 2026 | JBS N.V. |
| |
| |
| /s/ Gilberto Tomazoni |
| Name: Gilberto Tomazoni |
| Title: Executive Director and Global Chief Executive Officer |
| |
| |
| /s/ Guilherme Perboyre Cavalcanti |
| Name: Guilherme Perboyre Cavalcanti |
| Title: Global Chief Financial Officer and Investor Relations Officer |