This Management Discussion and Analysis is provided as a supplement to, and should be read in conjunction with, Seaboard's consolidated financial statements and the accompanying notes included in this quarterly report on Form 10-Q and within Seaboard's annual report on Form 10-K filed for the year ended December 31, 2022. Certain statements in this report contain forward-looking statements. See the section entitled "Forward-looking Statements" for more information on these forward-looking statements, including a discussion of the most significant factors that could cause actual results to differ materially from those in the forward-looking statements.

LIQUIDITY AND CAPITAL RESOURCES

Management believes Seaboard's combination of internally generated cash, liquidity, capital resources and borrowing capabilities are adequate for its existing operations and any currently known potential plans for expansion in both the short-term and long-term. It is management's intent to continue seeking expansion opportunities in the industries in which Seaboard operates and to utilize existing liquidity, available borrowing capacity and other financing alternatives for such opportunities. The terms and availability of such financing may be impacted by economic and financial market conditions, as well as Seaboard's financial condition and results of operations at the time Seaboard seeks such financing, and there can be no assurances that Seaboard will be able to obtain such financing on terms that will be acceptable or advantageous.

Liquidity includes cash and cash equivalents, short-term investments and availability under line of credit facilities. As of April 1, 2023, Seaboard had cash and short-term investments of nearly $1.3 billion, an increase of $12 million from December 31, 2022. Also, additional total net working capital was $1.1 billion as of April 1, 2023. The following table presents a summary of Seaboard's available borrowing capacity under lines of credit.



                                                    Total amount
(Millions of dollars)                                 available
Short-term uncommitted and committed lines           $      1,323
Amounts drawn against lines                                 (459)

Available borrowing capacity as of April 1, 2023 $ 864

Seaboard's available borrowing capacity increased $196 million from December 31, 2022. Seaboard's committed line of credit agreement was amended and restated during the first quarter of 2023, increasing the borrowing capacity from $250 million to $450 million.

As of April 1, 2023, $128 million of the $1.3 billion of cash and short-term investments were held by Seaboard's foreign subsidiaries. Historically, Seaboard has considered substantially all foreign profits as being permanently invested in its foreign operations, including all cash and short-term investments held by foreign subsidiaries. During 2022, Seaboard reversed its indefinite reinvestment assertion in connection with previously-taxed undistributed earnings of its Seaboard Marine subsidiary due to the operational efficiencies of repatriating and recorded a deferred tax liability. For all other foreign subsidiaries, Seaboard intends to continue permanently reinvesting their funds outside the U.S. as they continue to demonstrate no need to repatriate them to fund Seaboard's U.S. operations for the foreseeable future. Seaboard has not recorded deferred taxes for state or foreign withholding taxes that would result upon repatriation of these funds to the U.S. Determination of the tax that might be paid on unremitted earnings if eventually remitted is not practical due to the complexity of the multi-jurisdictional tax environment in which Seaboard operates.

Cash Flows

Cash provided by operating activities decreased $13 million for the three-month period of 2023 compared to the same period in 2022. Net earnings, adjusted for non-cash items, were down $198 million, partially offset by positive cash flow from working capital changes of $185 million. The working capital changes reflected a decrease in accounts receivable due to lower revenues, a decrease in inventories due to lower inventory prices, and a decrease in accounts payable due to timing of payments on purchases.

Cash flows from investing activities for short-term investments are part of Seaboard's overall liquidity management strategy. Short-term investment purchases are a result of the investment of excess cash, asset allocation from the active management of the portfolio and re-investment of matured securities. Proceeds from the sale of short-term investments may be used to fund working capital needs and capital expenditure purchases. During the three months ended April 1, 2023, Seaboard invested $111 million in property, plant and equipment, of which $81 million was in the Pork segment for biogas recovery projects and other investments, and $28 million in the Marine segment to purchase a used



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vessel and other investments. For the remainder of 2023, management has budgeted capital expenditures totaling approximately $595 million. The Pork segment planned expenditures are primarily for biogas recovery projects, normal replacement of breeding herd and other investments. At certain hog farms, the Pork segment is constructing biogas recovery facilities to capture methane from its hog lagoons and inject it as renewable natural gas into the local pipeline infrastructure. The Marine segment planned expenditures include installment payments on vessels under construction. Management anticipates paying for these capital expenditures from a combination of available cash, the use of available short-term investments and Seaboard's available borrowing capacity.

Seaboard's lines of credit are used to fund working capital and investments in capital expenditures, as needed. The primary debt outstanding is a Term Loan due in 2028 with a balance of $668 million as of April 1, 2023.

RESULTS OF OPERATIONS

Overall, Seaboard's businesses were impacted with the volatility in the commodity grain, hog and fuel markets and a general softening of global demand. As Seaboard's operations are heavily commodity-driven, financial performance for certain subsidiaries is very cyclical based on respective commodity markets.

Net Sales

Net sales for the three-month period of 2023 decreased $210 million compared to the same period in 2022. The decrease primarily reflected a decline of $226 million in sales in the CT&M segment largely due to lower volumes of commodities sold. See the net sales discussion by reportable segment below for more details.

Operating Income (Loss)

Operating income decreased $209 million for the three-month period of 2023 compared to the same period in 2022. The decrease primarily reflected a decline of $239 million in operating income in the Pork segment primarily due to lower selling prices on pork products and higher hog costs. See the operating income discussion by reportable segment below for more details.

Interest Expense

Interest expense increased $14 million for the three-month period of 2023 compared to the same period in 2022 primarily due to higher interest rates on outstanding debt. During each of the first quarters of 2023 and 2022, Seaboard received its annual patronage dividend on the Term Loan due 2028.

Other Investment Income (Loss), Net

Other investment income, net increased $92 million for the three-month period of 2023 compared to the same period in 2022 primarily due to unrealized mark-to-market gains on short-term investments.

Income Tax Benefit (Expense)

The effective tax rate for the three-month period of 2023 decreased compared to the three-month period of 2022 primarily due to lower forecasted earnings compared to prior year.

Segment Results

See Note 7 to the condensed consolidated financial statements for a reconciliation of net sales and operating income by reportable segment to consolidated net sales and consolidated operating income (loss), respectively.



Pork Segment

                                  Three Months Ended
                               April 1,        April 2,
(Millions of dollars)            2023            2022
Net sales                     $       614     $      620
Operating income (loss)       $     (212)     $       27
Income from affiliates        $        10     $        -

Net sales for the Pork segment decreased $6 million for the three-month period of 2023 compared to the same period in 2022. The decrease was primarily the result of lower sales prices of pork products and market hogs due to declines in commodity market pricing reducing net sales by $58 million. This decrease was partially offset by $54 million of sales from the renewable diesel plant in Hugoton, Kansas that began operations during the third quarter of 2022. An increase in biodiesel gallons sold of $18 million was offset by lower prices for, and the timing of, sales of related credits of $19 million.



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Operating income for the Pork segment decreased $239 million for the three-month period of 2023 compared to the same period in 2022. The decrease was primarily due to $215 million in lower margins on pork products and market hogs due to lower sales prices, higher hog costs primarily due to an increase in feed costs of $74 million and a $53 million non-cash adjustment to record this segment's inventory as of April 1, 2023, at the lower of cost and net realizable value. This adjustment was based on a combination of factors, including the decline in quoted future market prices for pork products and higher incurred and quoted future grain costs. Biodiesel and renewable diesel sales further contributed to $23 million of lower operating income primarily due to lower margins and additional costs related to the operation of the renewable diesel plant, partially offset by no mark-to-market derivative contract losses in the three-month period of 2023 compared to $16 million of such losses in the same period in 2022. Management is unable to predict market prices for pork products, biodiesel, renewable diesel or the cost of feed or third-party hogs for future periods; however, based on current conditions management anticipates this segment will not be profitable for the remainder of 2023.



Income from affiliates increased $10 million primarily due to improved volumes
and margins on further-processed pork products, and to a lesser extent, improved
margins and volumes on fresh pork products processed from third-party and
affiliate hogs.

CT&M Segment

                                                            Three Months Ended
                                                          April 1,       April 2,
(Millions of dollars)                                       2023           2022
Net sales                                                $    1,344     $    1,570
Operating income as reported                             $       43     $       12
Mark-to-market adjustments                                      (7)             18

Operating income excluding mark-to-market adjustments $ 36 $ 30 Income (loss) from affiliates

$      (8)     $        5

Net sales for the CT&M segment decreased $226 million for the three-month period of 2023 compared to the same period in 2022. The decrease primarily reflected lower volumes of certain commodities sold due to increased competition that reduced net sales by $321 million. This decrease was partially offset by higher sales prices on certain commodities due to commodity price fluctuations that increased net sales by $95 million.

Operating income for this segment increased $31 million for the three-month period of 2023 compared to the same period in 2022. The increase primarily reflected the change of $25 million in mark-to-market adjustments on derivative contracts. Due to worldwide commodity price fluctuations, the uncertain political and economic conditions in the countries in which this segment operates and the volatility in the commodity markets, management is unable to predict sales and operating results for this segment for future periods. However, management anticipates positive operating income for this segment for the remainder of 2023, excluding the effects of mark-to-market adjustments on derivative contracts.

Had Seaboard not applied mark-to-market accounting to its derivative instruments, operating income for this segment would have been lower by $7 million and higher by $18 million for the three-month period of 2023 and 2022, respectively. While management believes its commodity futures, options and foreign exchange contracts are primarily economic hedges of its firm purchase and sales contracts and anticipated sales contracts, Seaboard does not perform the extensive record-keeping required to account for these transactions as hedges for accounting purposes. Accordingly, while the changes in value of the derivative instruments were marked to market, the changes in value of the firm purchase or sales contracts were not. As products are delivered to customers, these existing mark-to-market adjustments should be primarily offset by realized margins or losses as revenue is recognized over time, and these mark-to-market adjustments could reverse in 2023. Management believes eliminating these mark-to-market adjustments provides a more reasonable presentation to compare and evaluate period-to-period financial results for this segment.



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Marine Segment

                            Three Months Ended
                         April 1,       April 2,
(Millions of dollars)      2023           2022
Net sales                $     448      $     466
Operating income         $      96      $     113

Net sales for the Marine segment decreased $18 million for the three-month period of 2023 compared to the same period in 2022. The decrease was primarily the result of a decline of approximately 17% in cargo volumes, partially offset by higher average freight rates. While freight rates were higher in the first quarter of 2023 as compared to the first quarter of 2022, freight rates have begun declining during the first quarter of 2023.

Operating income for this segment decreased $17 million for the three-month period of 2023 compared to the same period in 2022. The decrease was primarily the result of lower voyage revenue. Management cannot predict changes in fuel costs or other voyage costs, cargo volumes or cargo rates for future periods; however, management anticipates this segment will be profitable for the remainder of 2023, though operating income is expected to be lower than the prior year.



Sugar and Alcohol Segment

                             Three Months Ended
                         April 1,         April 2,
(Millions of dollars)      2023             2022
Net sales                $      38       $       31
Operating income         $       6       $        2

Net sales for the Sugar and Alcohol segment increased $7 million for the three-month period of 2023 compared to the same period in 2022. The increase primarily reflected higher prices of sugar as a result of lower supply from last year's harvest and higher prices of alcohol sold due to governmental price adjustments.

Operating income for the Sugar and Alcohol segment increased $4 million for the three-month period of 2023 compared to the same period in 2022. The increase primarily reflected higher margins on sugar sales. Management cannot predict local sugar and alcohol prices or the volatility in the currency exchange rate for future periods; however, management anticipates this segment will be profitable for the remainder of 2023.



Power Segment

                              Three Months Ended
                            April 1,       April 2,
(Millions of dollars)         2023           2022
Net sales                  $       52      $      18
Operating income (loss)    $       10      $     (5)

Net sales for the Power segment increased $34 million for the three-month period of 2023 compared to the same period in 2022. The increase primarily reflected more power generation from EDM III ($34 million), which began operations in June of 2022. More power generation from EDM II, the power-generating barge that began operations in 2012, was offset by lower spot market rates as a result of lower fuel prices.

Operating income for the Power segment increased $15 million for the three-month period of 2023 compared to the same period in 2022. The increase was primarily due to income generated from EDM III's operations ($12 million). Management cannot predict fuel costs or the extent that spot market rates will fluctuate compared to fuel costs or other power producers for future periods; however, management anticipates this segment will be profitable for the remainder of 2023. While EDM II remains in operation in the Dominican Republic, Seaboard continues to explore strategic alternatives for this barge, including a sale or relocation.



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Turkey Segment

                              Three Months Ended
                          April 1,         April 2,
(Millions of dollars)       2023             2022
Income from affiliates    $      25       $       16

The Turkey segment, accounted for using the equity method, represents Seaboard's investment in Butterball, LLC. The increase in income from affiliates for the three-month period of 2023 compared to the same period in 2022 was primarily the result of higher margins, partially offset by lower volumes of pounds sold and $19 million in other non-operating income recorded in the first quarter of 2022. The higher margins were primarily due to a 17% increase in sales prices due to general commodity pricing and a stronger mix of value-added products. The other non-operating income recorded in the first quarter of 2022 primarily included a gain on the sale of business. Management is unable to predict market prices for turkey products or the cost of feed for future periods; however, management anticipates this segment will be profitable for the remainder of 2023.

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