Acme United Corporation (NYSE:ACU) Q3 2023 Earnings Conference Call October 23, 2023 12:00 PM ET Company Participants Walter Johnsen - Chairman and Chief Executive Officer Paul Driscoll - Chief Financial Officer Conference Call Participants Richard Dearnley - Longport Partners Chris Sakai - Singular Research Timothy Call - Capital Management Corporation Operator Good day, and welcome to the Acme United Corporation's Third Quarter 2023 Earnings Call. At this time, I would like to turn the call over to Walter ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission file number: 01-07698 ACME UNITED CORPORATION (Exact Name of Registrant as Specified in Its Charter) Connecticut 06-0236700 State or Other Jurisdiction ...

Financial Data and Key Metrics Changes - Acme United Corporation reported a net income increase of 26% to $3.4 million, with earnings per share rising 35% to $0.96 compared to the second quarter of 2022 [5][10] - Net sales decreased by 6% to $53.3 million, attributed to inventory reductions from large customers [5][8] - Gross margin improved to 37.5% from 32.7% in the previous year, driven by productivity improvements and lower transportation costs [9][10] - SG&A expenses increased to $14.8 million, representing 28% of sales, compared to 26% in the same period last year [9] Business Line Data and Key Metrics Changes - U.S. segment sales decreased by 8% in Q2 due to customer inventory reductions, while sales in Europe decreased by 7% in local currency [8] - Canadian sales increased by 21% in Q2, driven by growth in First Aid products [8] Market Data and Key Metrics Changes - The economic recession in Europe impacted sales, contributing to a 5% decrease in the first half of 2023 [8] - The company anticipates that retailers will have worked through their excess inventory by year-end, leading to increased demand [17][22] Company Strategy and Development Direction - The company is focusing on its First Aid segment, which has a recurring revenue stream from refill business, and is expanding its product offerings [14][15] - Acme United is not planning to diversify into a third leg of business but will reinforce its First Aid segment through acquisitions and vertical integration [52] Management's Comments on Operating Environment and Future Outlook - Management acknowledged the challenges posed by inflation and potential recession but expressed confidence in the company's positioning due to its diverse product offerings and recurring revenue streams [14][24] - The company expects improved earnings in the second half of the year due to normalized shipping costs and better inventory management [22] Other Important Information - The company has successfully reduced its inventory by $9 million since June 30, 2022, and is positioned to fund future acquisitions [7][10] - Acme United's bank debt decreased from $60 million in June 2022 to $47 million in June 2023 [10] Q&A Session Summary Question: How will Acme be insulated from a potential recession? - Management indicated that while Acme is not insulated from economic challenges, its First Aid segment has a strong recurring revenue stream that may provide some protection [14][15] Question: Expectations for the second half of the year regarding supply chain and inventory? - Management noted that inventory issues from the previous year have been resolved, and they expect continued revenue growth in the second half of the year [22] Question: How is the company prepared for potential demand increases? - The company has raised its inventory by 30% in preparation for supply chain issues and is positioned for normal growth [39] Question: Impact of remote work on demand for products? - Management stated that the bulk of the First Aid business is industrial, and a shift to remote work is not expected to significantly impact demand [43] Question: What is driving the demand for First Aid products in Canada? - The company is gaining market share and introducing new industrial products, which has led to better pricing and sales growth in Canada [45] Question: Future gross margin expectations? - Management expects gross margins to remain stable, potentially increasing slightly in the next quarters [46][47]

[Part I — FINANCIAL INFORMATION](index=3&type=section&id=Part%20I%20%E2%80%94%20FINANCIAL%20INFORMATION) [Financial Statements](index=3&type=section&id=Item%201%3A%20Financial%20Statements) The unaudited condensed consolidated financial statements for Q1 2023 reflect increased net sales and income, with positive operating cash flow used to reduce debt [Condensed Consolidated Balance Sheets](index=3&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of March 31, 2023, total assets decreased to **$157.5 million**, liabilities to **$77.4 million**, and stockholders' equity increased to **$80.1 million** Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | March 31, 2023 | December 31, 2022 | | :--- | :--- | :--- | | **Total current assets** | $99,184 | $105,600 | | Inventories | $58,488 | $63,325 | | **Total assets** | **$157,468** | **$164,377** | | **Total current liabilities** | $24,033 | $22,127 | | Long-term debt | $40,135 | $49,916 | | **Total liabilities** | **$77,352** | **$85,347** | | **Total stockholders' equity** | **$80,116** | **$79,030** | [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Q1 2023 net sales increased **6%** to **$45.8 million**, with gross profit rising to **$16.3 million**, operating income to **$2.2 million**, and net income to **$990,000** Q1 2023 vs Q1 2022 Performance (in thousands, except per share data) | Metric | Q1 2023 | Q1 2022 | | :--- | :--- | :--- | | Net sales | $45,838 | $43,333 | | Gross profit | $16,281 | $14,968 | | Operating income | $2,188 | $1,371 | | Net income | $990 | $830 | | Diluted earnings per share | $0.28 | $0.22 | - Interest expense nearly tripled to **$919,000** from **$309,000** in the prior-year quarter, reflecting higher interest rates[18](index=18&type=chunk) [Condensed Consolidated Statements of Comprehensive Income](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income) Comprehensive income for Q1 2023 increased to **$1.1 million** from **$0.9 million**, driven by higher net income and positive foreign currency translation Comprehensive Income (in thousands) | Component | Q1 2023 | Q1 2022 | | :--- | :--- | :--- | | Net income | $990 | $830 | | Foreign currency translation adjustment | $109 | $27 | | **Comprehensive income** | **$1,099** | **$857** | [Condensed Consolidated Statements of Changes in Stockholders' Equity](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Stockholders%27%20Equity) Stockholders' equity increased to **$80.1 million** as of March 31, 2023, primarily due to **$990,000** in net income, partially offset by dividends - Total stockholders' equity grew to **$80,116,000** as of March 31, 2023, driven by net income of **$990,000**[22](index=22&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Q1 2023 generated **$7.7 million** in operating cash flow, a significant improvement, with **$10.3 million** used in financing activities, resulting in a **$3.3 million** net decrease in cash Cash Flow Summary (in thousands) | Cash Flow Activity | Q1 2023 | Q1 2022 | | :--- | :--- | :--- | | Net cash from operating activities | $7,676 | $(5,479) | | Net cash used in investing activities | $(701) | $(518) | | Net cash (used in) provided by financing activities | $(10,324) | $6,450 | | **Net change in cash** | **$(3,336)** | **$464** | [Notes to Condensed Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) The notes detail accounting policies, debt structure, and segment performance, confirming CECL adoption had no material impact and debt covenant compliance - The company adopted ASU 2016-13 (CECL model) on January 1, 2023, which did not have a material impact on the financial statements[31](index=31&type=chunk) Net Sales by Product and Segment - Q1 2023 (in thousands) | Product Category | United States | Canada | Europe | Total | | :--- | :--- | :--- | :--- | :--- | | Cutting, Sharpening and Measuring | $14,083 | $1,405 | $3,361 | $18,849 | | First Aid and Medical | $24,770 | $1,852 | $367 | $26,989 | | **Total Net Sales** | **$38,853** | **$3,257** | **$3,728** | **$45,838** | - As of March 31, 2023, the company had outstanding borrowings of **$40.1 million** under its revolving loan agreement and was in compliance with all debt covenants[42](index=42&type=chunk)[44](index=44&type=chunk) Operating Income by Segment - Q1 (in thousands) | Segment | 2023 | 2022 | | :--- | :--- | :--- | | United States | $1,781 | $811 | | Canada | $217 | $386 | | Europe | $190 | $174 | | **Consolidated** | **$2,188** | **$1,371** | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=17&type=section&id=Item%202%3A%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes Q1 2023 net sales growth to U.S. first aid products, improved gross margin, and significant reductions in inventory and debt, ensuring sufficient liquidity [Results of Operations](index=17&type=section&id=Results%20of%20Operations) Q1 2023 consolidated net sales increased **6%** to **$45.8 million**, driven by U.S. growth, offsetting declines in Canada and Europe, with gross margin improving to **35.5%** - Consolidated net sales increased by **6%** in Q1 2023 compared to Q1 2022, reaching **$45.8 million**[72](index=72&type=chunk) - U.S. net sales grew **9%**, primarily from higher sales of first aid and medical products, while Canadian and European sales declined **10%** and **6%** respectively due to retailer inventory reductions[73](index=73&type=chunk) - Gross margin improved to **35.5%** from **34.5%** year-over-year, attributed to cost-saving initiatives and productivity improvements at manufacturing and distribution facilities[74](index=74&type=chunk) [Financial Condition, Liquidity and Capital Resources](index=18&type=section&id=Financial%20Condition%2C%20Liquidity%20and%20Capital%20Resources) Q1 2023 saw strengthened financial condition with **$75.2 million** working capital, **$4.8 million** inventory reduction, and **$9.8 million** debt decrease, supported by cost reduction initiatives - Inventory decreased by approximately **$4.8 million** during the first three months of 2023 due to planned reductions as supply chain risks diminished[76](index=76&type=chunk) Key Financial Ratios | Ratio | March 31, 2023 | December 31, 2022 | | :--- | :--- | :--- | | Working capital | $75,151,000 | $83,473,000 | | Current ratio | 4.13 | 4.77 | | Long term debt to equity ratio | 63.3% | 76.7% | - During Q1 2023, total debt outstanding under the revolving credit facility decreased by approximately **$9.8 million**[80](index=80&type=chunk) - As of March 31, 2023, **$40.1 million** was outstanding and **$24.9 million** was available for borrowing[80](index=80&type=chunk) - The company has implemented cost reduction initiatives expected to generate over **$5.0 million** in savings in 2023[81](index=81&type=chunk) [Quantitative and Qualitative Disclosures about Market Risk](index=21&type=section&id=Item%203%3A%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) This item is not applicable for the reporting period - The company has indicated that Quantitative and Qualitative Disclosure about Market Risk is not applicable[84](index=84&type=chunk) [Controls and Procedures](index=21&type=section&id=Item%204%3A%20Controls%20and%20Procedures) Management concluded disclosure controls and procedures were effective as of March 31, 2023, with no material changes in internal control over financial reporting - Based on an evaluation as of March 31, 2023, the Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures are effective[84](index=84&type=chunk) - No changes in internal control over financial reporting occurred during the quarter ended March 31, 2023, that materially affected, or are reasonably likely to materially affect, internal controls[84](index=84&type=chunk) [Part II — OTHER INFORMATION](index=22&type=section&id=Part%20II%20%E2%80%94%20OTHER%20INFORMATION) [Legal Proceedings](index=22&type=section&id=Item%201%3A%20Legal%20Proceedings) The company reports that there are no pending material legal proceedings to which it is a party - There are no pending material legal proceedings involving the company[90](index=90&type=chunk) [Risk Factors](index=22&type=section&id=Item%201A%3A%20Risk%20Factors) No new risk factors were reported this quarter, with the company referring to those disclosed in its Annual Report on Form 10-K - The company refers to the risk factors set forth in its Annual Report on Form 10-K for the fiscal year ended December 31, 2022[90](index=90&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=22&type=section&id=Item%202%3A%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reported no unregistered sales of equity securities during the period - None reported[91](index=91&type=chunk) [Exhibits](index=22&type=section&id=Item%206%3A%20Exhibits) The report lists several exhibits filed, including CEO and CFO certifications pursuant to the Sarbanes-Oxley Act of 2002 and Inline XBRL documents - Exhibits filed with the report include: - Certifications from the CEO and CFO (Exhibits 31.1, 31.2, 32.1, 32.2)[86](index=86&type=chunk)[87](index=87&type=chunk) - Inline XBRL Instance Document and related taxonomy files (Exhibits 101 and 104)[88](index=88&type=chunk)

Financial Data and Key Metrics Changes - Acme United's net sales for Q1 2023 were $45.8 million, a 6% increase from $43.3 million in Q1 2022 [5][9] - Net income rose to $990,000, up 19% from $830,000 in the previous year, with earnings per share increasing by 27% to $0.28 from $0.22 [5][10] - Gross margin improved to 35.5% in Q1 2023 from 34.5% in Q1 2022, attributed to productivity improvements [9] - SG&A expenses decreased to $14.1 million, representing 30.7% of net sales, down from $13.6 million or 31.4% of net sales in the same period last year [9] Business Line Data and Key Metrics Changes - The U.S. segment saw a 9% increase in net sales, primarily driven by higher sales of first aid and medical products [9] - Net sales in Europe declined by 2% in local currency, while Canada experienced a 5% decline, mainly due to customer inventory reductions [9] Market Data and Key Metrics Changes - The company reduced its inventory by approximately $5 million from December 31, 2022, to March 31, 2023, and anticipates further reductions throughout 2023 [6] - Interest expense increased to $900,000 in Q1 2023 from $300,000 in Q1 2022, largely due to rising interest rates [10] Company Strategy and Development Direction - Acme United is focusing on potential acquisitions to expand its product lines and market share, particularly in the first aid sector [16][17] - The company aims to vertically integrate its first aid kit production, similar to past acquisitions that enhanced its product offerings [16] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism for stronger performance in 2023 compared to the previous year, despite challenges from high inflation and interest rates [8] - The company is addressing rising interest rates by reducing debt through inventory management and scaling back capital spending [8][26] Other Important Information - The company incurred $500,000 in abnormal expenses in Q1 2023, significantly lower than the $4 million experienced in 2022 due to supply chain disruptions [7] - Acme United's bank debt less cash was $48 million as of March 31, 2023, compared to $46 million a year earlier [10] Q&A Session Summary Question: Insights on back-to-office trends - Management noted that the office channel performed reasonably well, despite concerns about overstocking among retail customers [14] Question: Acquisition plans and targets - The company is looking for acquisitions in 2023, focusing on competitors in the same space and opportunities for vertical integration in the first aid sector [16][17] Question: Interest rate impacts - Management acknowledged the challenges posed by rising interest rates but indicated that margin improvements have offset some of the impacts [26][28] Question: First aid inventory situation - There have been instances of overstocking in first aid products, but management believes that the expiration dates of these products lead to more cautious inventory management compared to other product lines [22]

```markdown [Part I](index=3&type=section&id=Part%20I) [Business](index=3&type=section&id=Item%201.%20Business) Acme United is a global supplier of first aid, medical, and cutting products, achieving record $194 million net sales in 2022 [Overview](index=3&type=section&id=Overview) - Acme United is a leading supplier of first aid, medical, and cutting technology products for various markets, with total net sales of **$194 million** in 2022[3](index=3&type=chunk) - The company has achieved **thirteen consecutive years of record annual sales growth**, averaging **10%** per year[3](index=3&type=chunk) - First aid and medical products have grown to represent approximately **55% of total sales**, reducing reliance on school and office products[3](index=3&type=chunk) - In 2022, the company acquired Safety Made, a first aid promotional business, and increased its revolving loan facility from **$50 million to $65 million**[3](index=3&type=chunk) - Cost reduction initiatives implemented in the second half of 2022 are expected to generate over **$5 million in savings** in 2023[3](index=3&type=chunk) [Principal Products](index=3&type=section&id=Principal%20Products) - The company's products are categorized into two main groups: 'first aid and medical' and 'cutting, sharpening and measuring'[4](index=4&type=chunk) - The 'first aid and medical' category includes brands such as First Aid Only®, PhysiciansCare®, Pac-Kit®, Spill Magic®, First Aid Central®, Med-Nap, and Safety Made[4](index=4&type=chunk)[5](index=5&type=chunk) - The 'cutting, sharpening and measuring' category includes brands like Westcott®, Clauss®, Camillus®, Cuda®, and DMT® for various markets including school, home, office, hardware, and sporting goods[4](index=4&type=chunk)[5](index=5&type=chunk)[6](index=6&type=chunk) [Intellectual Property](index=5&type=section&id=Intellectual%20Property) - The company holds numerous patents and trademarks crucial to its business, including Westcott, Clauss, Camillus, PhysiciansCare, First Aid Only, Cuda, DMT, Pac-Kit, Spill Magic, and First Aid Central[9](index=9&type=chunk) - The weighted average amortization period remaining for intangible assets as of December 31, 2022, was **9 years**[9](index=9&type=chunk) [Product Distribution; Major Customers](index=5&type=section&id=Product%20Distribution%3B%20Major%20Customers) - Products are sold through independent manufacturer representatives and direct sales to a variety of channels, including mass market, e-commerce, and industrial distributors[10](index=10&type=chunk) Major Customer Sales Concentration | Year | Customer 1 (% of Net Sales) | Customer 2 (% of Net Sales) | | :--- | :--- | :--- | | 2022 | 15% | 10% | | 2021 | 17% | 11% | [Competition](index=6&type=section&id=Competition) - The company faces competition based on product innovation, quality, price, and design[11](index=11&type=chunk) - Major competitors in the cutting category are 3M and Fiskars Corporation[11](index=11&type=chunk) - Major competitors in the first aid and safety category are Honeywell and Cintas[11](index=11&type=chunk) [Seasonality](index=6&type=section&id=Seasonality) - Sales and profits are typically stronger in the second and third quarters due to the seasonal nature of the Westcott back-to-school market[12](index=12&type=chunk) [Employees and Human Capital Considerations](index=6&type=section&id=Employees%20and%20Human%20Capital%20Considerations) - As of December 31, 2022, the company employed **619 full-time people**, none of whom are covered by union contracts[14](index=14&type=chunk) - The company is committed to a diverse workforce and provides market-competitive pay and benefits, including medical, dental, vision, 401(k), and flexible spending accounts[15](index=15&type=chunk) [Risk Factors](index=6&type=section&id=Item%201A.%20Risk%20Factors) The company faces operational, legal, regulatory, and market risks, including supply chain, IP, and geopolitical factors [Industry and Operational Risks](index=6&type=section&id=Industry%20and%20Operational%20Risks) - The company expects to continue experiencing inflationary pressure on its cost structure, and price increases may not fully offset these costs or could lead to lower sales volumes[20](index=20&type=chunk) - Supply chain issues, including vendor delays and shipping difficulties, can impact timely product delivery and may result in contractual penalties[22](index=22&type=chunk) - The loss of a major customer could significantly decrease sales and earnings, as two customers accounted for approximately **15% and 10%** of consolidated net sales in 2022[28](index=28&type=chunk) - The e-commerce business, which constituted about **17%** of net sales in 2022, faces risks related to demand forecasting and reliance on third-party platforms[31](index=31&type=chunk) - The company has substantial indebtedness, with **$50 million** outstanding under its revolving credit facility and over **$11 million** on a mortgage as of year-end 2022, which could affect financial flexibility[35](index=35&type=chunk) [Legal and Regulatory Risks](index=11&type=section&id=Legal%20and%20Regulatory%20Risks) - The company's success is partly dependent on its ability to obtain and protect patents, trademarks, and other intellectual property rights[38](index=38&type=chunk) - Product liability claims or regulatory actions could lead to monetary judgments, negative publicity, and costly recalls, potentially harming the company's reputation and financial results[39](index=39&type=chunk) - Certain products and facilities are subject to regulation by the FDA and analogous foreign regulators, and failure to comply could lead to facility shutdowns or product recalls[41](index=41&type=chunk) - The company is subject to various environmental laws and regulations, and the costs of compliance or liability for contamination could have a material adverse effect[42](index=42&type=chunk) [Risks Related to Our Overseas Operations](index=12&type=section&id=Risks%20Related%20to%20Our%20Overseas%20Operations) - Global operations expose the company to risks from political, regulatory, and economic conditions in foreign countries, as well as currency exchange rate fluctuations[43](index=43&type=chunk)[44](index=44&type=chunk) - The company relies on foreign suppliers, primarily in China, subjecting it to risks such as regulatory changes, political instability, and the impact of pandemics on the supply chain[45](index=45&type=chunk) - Changes in U.S. trade policies, including the imposition of tariffs on products from China, may negatively impact customer demand and financial results[47](index=47&type=chunk) [Risks Related to Our Common Stock](index=13&type=section&id=Risks%20Related%20to%20Our%20Common%20Stock) - There is no assurance that the company will continue to pay dividends or repurchase shares under its stock repurchase program[48](index=48&type=chunk)[49](index=49&type=chunk) - The company's common stock is thinly traded, which can lead to greater price volatility compared to the broader market[49](index=49&type=chunk) [Properties](index=14&type=section&id=Item%202.%20Properties) The company owns 481,460 sq ft and leases 197,600 sq ft for operations across various locations Owned and Leased Properties | Status | Total Square Footage | Primary Use | | :--- | :--- | :--- | | Owned | 481,460 | Warehousing, manufacturing, distribution, administrative | | Leased | 197,600 | Administrative, manufacturing, warehousing, distribution | [Legal Proceedings](index=14&type=section&id=Item%203.%20Legal%20Proceedings) No pending material legal proceedings exist, nor is the company aware of any contemplated by governmental agencies - There are no pending material legal proceedings to which the Company is a party[49](index=49&type=chunk) [Part II](index=15&type=section&id=Part%20II) [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=15&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) Common stock trades on NYSE American; no repurchases in 2022, 160,365 shares remain available - The Company's Common Stock is traded on the NYSE American under the symbol 'ACU'[50](index=50&type=chunk) - The company did not repurchase any shares of its Common Stock during 2022. As of December 31, 2022, **160,365 shares** may still be purchased under the 2019 repurchase program[51](index=51&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=16&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Net sales grew 7% to $194.0 million in 2022, but gross margin declined due to high costs, impacting net income [Results of Operations 2022 Compared with 2021](index=17&type=section&id=Results%20of%20Operations%202022%20Compared%20with%202021) Financial Performance Comparison (2022 vs. 2021) | Metric | 2022 | 2021 | Change | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Net Sales | $194.0M | $182.1M | +$11.9M | +7% | | Gross Profit | $63.6M | $64.8M | -$1.2M | -1.8% | | Gross Margin | 32.8% | 35.6% | -2.8 pts | N/A | | Operating Income | $6.3M | $12.8M | -$6.5M | -50.9% | | Net Income | $3.0M | $13.7M | -$10.7M | -78.4% | - The decline in gross profit margin was primarily due to exceptionally high ocean container costs and demurrage charges, which had a **1.7% negative impact**[59](index=59&type=chunk) - SG&A expenses increased by **10.1%** to **$57.3 million**, driven by higher personnel costs, commissions, and shipping costs, including fuel surcharges[59](index=59&type=chunk) - Net interest expense more than doubled to **$2.4 million** from **$0.9 million** in 2021, due to higher average interest rates and higher average debt outstanding[60](index=60&type=chunk) [Liquidity and Capital Resources](index=19&type=section&id=Liquidity%20and%20Capital%20Resources) - Working capital increased by approximately **$8.5 million** in 2022, primarily due to an **$9.7 million (18%)** increase in inventory to offset potential supply chain disruptions[63](index=63&type=chunk) - The company amended its revolving loan agreement, increasing the borrowing availability from **$50 million to $65 million** and extending the expiration to May 2026[63](index=63&type=chunk) - As of December 31, 2022, **$50 million** was outstanding under the revolving credit facility, with **$15 million** available for borrowing[63](index=63&type=chunk) - On June 1, 2022, the company acquired Safety Made for approximately **$11 million**, including **$1.5 million** in contingent payments[63](index=63&type=chunk) [Financial Statements and Supplementary Data](index=20&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) 2022 financial statements show $194.0 million net sales, $3.0 million net income, and increased assets, with unqualified audit opinion [Consolidated Statements of Operations](index=21&type=section&id=Consolidated%20Statements%20of%20Operations) Consolidated Statements of Operations Highlights (Year ended Dec 31) | Account | 2022 | 2021 | | :--- | :--- | :--- | | Net sales | $193,962,357 | $182,087,559 | | Gross profit | $63,558,785 | $64,800,357 | | Operating income | $6,273,302 | $12,769,987 | | Net income | $3,034,766 | $13,655,679 | | Diluted EPS | $0.82 | $3.45 | [Consolidated Balance Sheets](index=23&type=section&id=Consolidated%20Balance%20Sheets) Consolidated Balance Sheet Highlights (As of Dec 31) | Account | 2022 | 2021 | | :--- | :--- | :--- | | Total Current Assets | $105,600,013 | $95,250,614 | | Total Assets | $164,377,104 | $144,438,684 | | Total Current Liabilities | $22,126,662 | $20,275,112 | | Total Liabilities | $85,346,972 | $67,356,723 | | Total Stockholders' Equity | $79,030,132 | $77,081,961 | [Consolidated Statements of Cash Flows](index=25&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Consolidated Statement of Cash Flows Highlights (Year ended Dec 31) | Activity | 2022 | 2021 | | :--- | :--- | :--- | | Net cash provided by operating activities | $2,891,739 | $5,140,578 | | Net cash used by investing activities | ($14,226,655) | ($6,372,615) | | Net cash provided by financing activities | $14,276,667 | $2,042,646 | | Net increase in cash and cash equivalents | $2,757,060 | $675,973 | [Notes to Consolidated Financial Statements](index=26&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) - The company's operations consist of three reportable geographic segments: United States (including Asia), Canada, and Europe[75](index=75&type=chunk) - The acquisition of Safety Made on June 1, 2022, for approximately **$11 million** resulted in the recording of **$3.4 million** in goodwill and **$5.1 million** in other intangible assets[112](index=112&type=chunk) - The company's revolving loan agreement was amended to increase borrowing capacity to **$65 million** and extend the maturity to **May 2026**. As of year-end, **$50 million** was outstanding[88](index=88&type=chunk) - In 2021, the company recorded **$3.5 million** in income from the forgiveness of its Paycheck Protection Program (PPP) loan[90](index=90&type=chunk) [Controls and Procedures](index=41&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded disclosure controls and internal control over financial reporting were effective as of December 31, 2022 - Management, including the CEO and CFO, concluded that the company's disclosure controls and procedures were effective as of December 31, 2022[128](index=128&type=chunk) - Management concluded that the company's internal control over financial reporting was effective as of December 31, 2022, based on the COSO framework[129](index=129&type=chunk) - The independent registered public accounting firm, Marcum LLP, issued an unqualified opinion on the effectiveness of the company's internal control over financial reporting[129](index=129&type=chunk) [Part III](index=42&type=section&id=Part%20III) [Directors, Executive Officers and Corporate Governance](index=42&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) Information on directors, executive officers, and governance is incorporated by reference from the 2023 Proxy Statement - Detailed information is incorporated by reference from the Company's 2023 Proxy Statement[131](index=131&type=chunk) [Executive Compensation](index=42&type=section&id=Item%2011.%20Executive%20Compensation) Executive compensation information is incorporated by reference from the 2023 Proxy Statement - Detailed information is incorporated by reference from the Company's 2023 Proxy Statement[132](index=132&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=42&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Security ownership information is incorporated by reference from the 2023 Proxy Statement - Detailed information is incorporated by reference from the Company's 2023 Proxy Statement[132](index=132&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=42&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) Related transactions and director independence details are incorporated by reference from the 2023 Proxy Statement - Detailed information is incorporated by reference from the Company's 2023 Proxy Statement[132](index=132&type=chunk) [Principal Accounting Fees and Services](index=42&type=section&id=Item%2014.%20Principal%20Accounting%20Fees%20and%20Services) Principal accounting fees and services information is incorporated by reference from the 2023 Proxy Statement - Detailed information is incorporated by reference from the Company's 2023 Proxy Statement[133](index=133&type=chunk) [Part IV](index=43&type=section&id=Part%20IV) [Exhibits and Financial Statement Schedules](index=43&type=section&id=Item%2015.%20Exhibits%20and%20Financial%20Statement%20Schedules) This section lists financial statements, schedules, and exhibits filed with or incorporated by reference into the Form 10-K - This section lists all financial statements, schedules, and exhibits filed with or incorporated by reference into the Form 10-K[134](index=134&type=chunk)[135](index=135&type=chunk) ```

Acme United Corporation (NYSE:ACU) Q4 2022 Earnings Conference Call March 2, 2023 12:00 PM ET Company Participants Walter Johnsen - Chairman & Chief Executive Officer Paul Driscoll - Chief Financial Officer Conference Call Participants Jim Marrone - Singular Research Richard Dearnley - Longport Partners Peter Sidoti - Sidoti & Company Operator Good day and welcome to the Acme United Fourth Quarter 2022 Conference Call. At this time, I'd like to turn the call over to Walter Johnsen, Chairman and CEO. Please, ...

Part I — FINANCIAL INFORMATION [Item 1: Financial Statements (Unaudited)](index=3&type=section&id=Item%201%3A%20Financial%20Statements%20(Unaudited)) This section presents the company's unaudited condensed consolidated financial statements for the reporting period [Condensed Consolidated Balance Sheets](index=3&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Details the company's assets, liabilities, and stockholders' equity at the end of the reporting period ASSETS (in thousands) | ASSETS | March 31, 2022 (unaudited) | December 31, 2021 (Note 1) | | :--- | :--- | :--- | | Cash and cash equivalents | $5,307 | $4,843 | | Accounts receivable, net | 34,605 | 34,221 | | Inventories | 60,716 | 53,552 | | Total current assets | 104,438 | 95,251 | | Net property, plant and equipment | 23,887 | 24,027 | | Goodwill | 4,800 | 4,800 | | Intangible assets, net | 16,888 | 17,231 | | Total assets | $153,077 | $144,439 | LIABILITIES & EQUITY (in thousands) | LIABILITIES & EQUITY | March 31, 2022 (unaudited) | December 31, 2021 (Note 1) | | :--- | :--- | :--- | | Accounts payable | $10,939 | $8,977 | | Other accrued liabilities | 8,937 | 9,909 | | Total current liabilities | 21,377 | 20,275 | | Long-term debt | 40,151 | 33,037 | | Total liabilities | 75,304 | 67,357 | | Total stockholders' equity | 77,773 | 77,082 | | Total liabilities and stockholders' equity | $153,077 | $144,439 | [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Summarizes revenues, costs, and expenses to report the company's net income over the period Metric (in thousands, except per share) | Metric | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | Net sales | $43,333 | $43,525 | | Cost of goods sold | 28,365 | 27,938 | | Gross profit | 14,968 | 15,587 | | Selling, general and administrative expenses | 13,597 | 12,619 | | Operating income | 1,371 | 2,968 | | Interest expense, net | 305 | 221 | | Income before income tax expense | 1,068 | 2,670 | | Income tax expense | 238 | 624 | | Net income | $830 | $2,046 | | Basic earnings per share | $0.24 | $0.61 | | Diluted earnings per share | $0.22 | $0.52 | | Dividends declared per share | $0.13 | $0.13 | [Condensed Consolidated Statements of Comprehensive Income](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income) Reports net income and other comprehensive income, including foreign currency translation adjustments Metric (in thousands) | Metric | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | Net income | $830 | $2,046 | | Foreign currency translation adjustment | 27 | (188) | | Comprehensive income | $857 | $1,858 | [Condensed Consolidated Statement of Changes in Stockholders' Equity](index=7&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Stockholders'%20Equity) Details the changes in the company's equity accounts during the first quarter of 2022 Stockholders' Equity (in thousands) | Stockholders' Equity | Balances, Dec 31, 2021 | Net Income | Other Comprehensive Loss | Stock Compensation Expense | Distributions to Shareholders | Cash Settlement of Stock Options | Balances, Mar 31, 2022 | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Common Stock | $12,655 | - | - | - | - | - | $12,655 | | Treasury Stock | $(15,996) | - | - | - | - | - | $(15,996) | | Additional Paid-In Capital | $11,930 | - | - | 400 | - | (108) | $12,222 | | Accumulated Other Comprehensive Loss | $(1,380) | - | 27 | - | - | - | $(1,353) | | Retained Earnings | $69,873 | 830 | - | - | (458) | - | $70,245 | | Total | $77,082 | 830 | 27 | 400 | (458) | (108) | $77,773 | [Condensed Consolidated Statements of Cash Flows](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Summarizes cash inflows and outflows from operating, investing, and financing activities Cash Flow Activity (in thousands) | Cash Flow Activity | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | Net cash used in operating activities | $(5,479) | $(336) | | Net cash used in investing activities | $(518) | $(1,480) | | Net cash provided by financing activities | 6,450 | 1,538 | | Effect of exchange rate changes on cash and cash equivalents | 11 | (32) | | Net change in cash and cash equivalents | 464 | (310) | | Cash and cash equivalents at beginning of period | 4,843 | 4,167 | | Cash and cash equivalents at end of period | $5,307 | $3,857 | [Notes to Condensed Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Provides supplementary details on accounting policies and specific financial statement items [1. Basis of Presentation](index=9&type=section&id=1.%20Basis%20of%20Presentation) The financial statements are unaudited and should be read with the 2021 Annual Report on Form 10-K - The accompanying condensed consolidated financial statements are unaudited and include all necessary normal, recurring adjustments[28](index=28&type=chunk) - The financial statements do not include all disclosures normally required by GAAP and should be read in conjunction with the Company's 2021 Annual Report on Form 10-K[28](index=28&type=chunk) - The Company evaluated events and transactions subsequent to **March 31, 2022**, through the issuance date of these financial statements[29](index=29&type=chunk) [2. Commitment and Contingencies](index=9&type=section&id=2.%20Commitment%20and%20Contingencies) There are no pending material legal proceedings involving the Company or contemplated by governmental authorities - There are **no pending material legal proceedings** to which the Company is a party or contemplated by any governmental authority[30](index=30&type=chunk) [3. Revenue from Contracts with Customers](index=9&type=section&id=3.%20Revenue%20from%20Contracts%20with%20Customers) Details revenue recognition policies and disaggregates net sales by product category and geography - Revenue is recognized from sales of two main product categories: (a) **first aid and medical**; and (b) **cutting, sharpening and measuring**[31](index=31&type=chunk) - Revenue is generally recognized at a point in time, with **shipment or delivery**, depending on contract terms[32](index=32&type=chunk) Net Sales by Product Category and Segment (in thousands) | Net Sales by Product Category and Segment | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | **Cutting, Sharpening and Measuring** | | | | United States | $15,333 | $15,564 | | Canada | 1,593 | 1,549 | | Europe | 3,558 | 3,743 | | Total | $20,484 | $20,856 | | **First Aid and Medical** | | | | United States | 20,408 | 20,484 | | Canada | 2,022 | 1,784 | | Europe | 419 | 401 | | Total | $22,849 | $22,669 | | **Total Net Sales** | $43,333 | $43,525 | [4. Debt and Shareholders' Equity](index=10&type=section&id=4.%20Debt%20and%20Shareholders'%20Equity) Outlines the composition of long-term debt, key credit facilities, and compliance with loan covenants - Long-term debt includes borrowings under a revolving loan agreement with HSBC Bank, N.A. (up to **$50 million**, expiring May 24, 2023) and a fixed-rate mortgage (**3.8% interest**, maturing December 1, 2031)[39](index=39&type=chunk)[40](index=40&type=chunk) - The Company was in **compliance with all covenants** under the revolving loan agreement as of March 31, 2022[39](index=39&type=chunk) Debt (in thousands) | Debt | March 31, 2022 | December 31, 2021 | | :--- | :--- | :--- | | Revolving loan outstanding | $40,151 | $33,037 | | Mortgage Payable - HSBC Bank N.A. | 11,522 | 11,620 | | Long-term mortgage payable less current maturities | 10,989 | 11,081 | [5. Segment Information](index=12&type=section&id=5.%20Segment%20Information) Presents financial performance data for the company's three reportable geographic segments - The Company's reportable business segments are **United States** (including aggregated Asian operations), **Canada**, and **Europe**[43](index=43&type=chunk) Financial Data by Segment (in thousands) | Financial Data by Segment | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | **Sales to external customers:** | | | | United States | $35,741 | $36,048 | | Canada | 3,615 | 3,333 | | Europe | 3,977 | 4,144 | | Consolidated | $43,333 | $43,525 | | **Operating income:** | | | | United States | $811 | $2,133 | | Canada | 386 | 370 | | Europe | 174 | 465 | | Consolidated | $1,371 | $2,968 | Assets by Segment (in thousands) | Assets by Segment | March 31, 2022 | December 31, 2021 | | :--- | :--- | :--- | | United States | $134,291 | $125,521 | | Canada | 9,327 | 9,100 | | Europe | 9,459 | 9,818 | | Consolidated | $153,077 | $144,439 | [6. Stock Based Compensation](index=14&type=section&id=6.%20Stock%20Based%20Compensation) Discloses stock-based compensation expenses and unrecognized costs related to non-vested awards - As of March 31, 2022, there was **$3,600,603 of unrecognized compensation cost** related to non-vested share-based payments, expected to be recognized over approximately three years[50](index=50&type=chunk) Stock Compensation Expense (in thousands) | Stock Compensation Expense | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | Stock compensation expense | $400 | $306 | [7. Fair Value Measurements](index=14&type=section&id=7.%20Fair%20Value%20Measurements) The carrying value of the company's bank debt is considered a reasonable estimate of its fair value - The carrying value of the Company's bank debt is a **reasonable estimate of fair value** due to its payment terms and maturity[51](index=51&type=chunk) [8. Leases](index=14&type=section&id=8.%20Leases) Details the company's operating leases, including costs, cash flows, and key assumptions - The Company has operating leases for office and warehouse space and equipment, with **ROU assets and lease liabilities** recognized at commencement date based on the present value of lease payments[52](index=52&type=chunk)[53](index=53&type=chunk) Lease Information (in thousands) | Lease Information | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | Operating lease cost | $311 | $336 | | Operating lease - cash flow | $322 | $294 | | ROU assets obtained in exchange for lease liabilities | $211 | $- | | Weighted-average remaining lease term | 3.0 years | 4.0 years | | Weighted-average discount rate | 5% | 5% | [9. Other Accrued Liabilities](index=16&type=section&id=9.%20Other%20Accrued%20Liabilities) Provides a breakdown of other current accrued liabilities, which decreased during the quarter Other Accrued Liabilities (in thousands) | Other Accrued Liabilities | March 31, 2022 | December 31, 2021 | | :--- | :--- | :--- | | Customer Rebates | $5,274 | $5,414 | | Accrued Compensation | 1,291 | 1,586 | | Dividend Payable | 458 | 458 | | Income Tax Payable | 813 | 564 | | Other | 1,101 | 1,887 | | Total | $8,937 | $9,909 | [Item 2: Management's Discussion and Analysis of Financial Condition and Results of Operations](index=17&type=section&id=Item%202%3A%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Provides management's perspective on financial performance, operational results, and liquidity [Forward-Looking Information](index=17&type=section&id=Forward-Looking%20Information) Contains forward-looking statements subject to risks and uncertainties under "safe harbor" provisions - The report contains forward-looking statements made pursuant to the **'safe harbor' provisions** of the Private Securities Litigation Reform Act of 1995[62](index=62&type=chunk)[63](index=63&type=chunk) - Actual results could differ materially due to risks from the **COVID-19 pandemic**, economic conditions, competition, and trade policies[63](index=63&type=chunk)[64](index=64&type=chunk) [Critical Accounting Policies](index=17&type=section&id=Critical%20Accounting%20Policies) Refers to the company's 2021 Annual Report for a discussion of critical accounting policies - Critical accounting policies and estimates are discussed in **Item 7 of the Company's Annual Report on Form 10-K** for the year ended December 31, 2021[66](index=66&type=chunk) [COVID-19 Pandemic and Macroeconomic Related Considerations](index=17&type=section&id=COVID-19%20Pandemic%20and%20Macroeconomic%20Related%20Considerations) Discusses the adverse impact of supply chain disruptions and labor challenges on operations - During Q1 2022, the Company experienced **significant supply chain issues** due to new Omicron outbreaks in China, leading to factory and port shutdowns[68](index=68&type=chunk)[69](index=69&type=chunk) - These disruptions contributed to **increased freight, labor, and product costs**, adversely affecting operating margins[70](index=70&type=chunk) - The Company also faced labor-related challenges, including **hiring difficulties, increased labor costs, and higher employee turnover**[71](index=71&type=chunk) [Results of Operations](index=19&type=section&id=Results%20of%20Operations) Analyzes the company's operational results for Q1 2022 compared to the prior year period - The Company's sales are traditionally stronger in the **second and third quarters** due to the back-to-school market[73](index=73&type=chunk) Metric (in thousands) | Metric | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | Change (YoY) | | :--- | :--- | :--- | :--- | | Consolidated Net Sales | $43,333 | $43,525 | -0.44% | | U.S. Sales | Declined 1% | | | | Canada Net Sales | Increased 8% (U.S. & local currency) | | | | European Net Sales | Decreased 4% (U.S. dollars), Increased 3% (local currency) | | | | Gross Profit | $14,968 (34.5% of net sales) | $15,587 (35.8% of net sales) | -4.09% | | SG&A Expenses | $13,597 (31.4% of net sales) | $12,619 (29.0% of net sales) | +7.75% | | Operating Income | $1,371 | $2,968 | -53.74% | | U.S. Operating Income | Decreased by $1,322 | | | | Canadian Operating Income | Increased by $16 | | | | European Operating Income | Decreased by $291 | | | | Interest Expense, Net | $305 | $221 | +38.01% | | Income Tax Expense | 22% effective tax rate | 23% effective tax rate | -1.00% | [Financial Condition](index=20&type=section&id=Financial%20Condition) Reviews the company's financial condition, focusing on liquidity and capital resources [Liquidity and Capital Resources](index=20&type=section&id=Liquidity%20and%20Capital%20Resources) Working capital and debt increased to support inventory growth amid supply chain disruptions - Working capital increased by approximately **$8.2 million** during Q1 2022 compared to December 31, 2021[78](index=78&type=chunk) - Inventory increased by approximately **$7.2 million**, primarily to anticipate continued growth and mitigate potential supply chain disruptions[78](index=78&type=chunk) - Total debt outstanding under the revolving credit facility increased by approximately **$7.1 million** in Q1 2022, with **$9,849,000 available** for borrowing as of March 31, 2022[81](index=81&type=chunk) - The Company believes cash from operations and available credit will be **sufficient to finance operations** for the next twelve months[82](index=82&type=chunk) Financial Ratios (in thousands) | Financial Ratios | March 31, 2022 | December 31, 2021 | | :--- | :--- | :--- | | Working capital | $83,061 | $74,976 | | Current ratio | 4.89 | 4.70 | | Long term debt to equity ratio | 65.8% | 57.2% | [Item 3: Quantitative and Qualitative Disclosures about Market Risk](index=22&type=section&id=Item%203%3A%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) This section states that market risk disclosures are not applicable for this reporting period - Quantitative and qualitative disclosures about market risk are **not applicable**[84](index=84&type=chunk) [Item 4: Controls and Procedures](index=22&type=section&id=Item%204%3A%20Controls%20and%20Procedures) Management concluded that disclosure controls and internal controls were effective as of March 31, 2022 [(a) Evaluation of Internal Controls and Procedures](index=22&type=section&id=(a)%20Evaluation%20of%20Internal%20Controls%20and%20Procedures) The CEO and CFO concluded that disclosure controls and procedures were effective - The Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures were **effective as of March 31, 2022**[84](index=84&type=chunk) [(b) Changes in Internal Control over Financial Reporting](index=22&type=section&id=(b)%20Changes%20in%20Internal%20Control%20over%20Financial%20Reporting) No material changes in internal control over financial reporting occurred during the quarter - There were **no changes** in internal control over financial reporting during the quarter ended March 31, 2022, that materially affected, or are reasonably likely to materially affect, internal control over financial reporting[84](index=84&type=chunk) Part II — OTHER INFORMATION [Item 1: Legal Proceedings](index=23&type=section&id=Item%201%3A%20Legal%20Proceedings) There are no pending material legal proceedings involving the company or governmental authorities - There are **no pending material legal proceedings** to which the registrant is a party, or contemplated by any governmental authority[86](index=86&type=chunk) [Item 1A: Risk Factors](index=23&type=section&id=Item%201A%3A%20Risk%20Factors) Refers readers to the Risk Factors section in the company's 2021 Annual Report on Form 10-K - Risk Factors are set forth in **Part I, Item 1A of the Company's Annual Report on Form 10-K** for the fiscal year ended December 31, 2021[86](index=86&type=chunk) [Item 2: Unregistered Sales of Equity Securities and Use of Proceeds](index=23&type=section&id=Item%202%3A%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) There were no unregistered sales of equity securities or use of proceeds during the period - **None**[86](index=86&type=chunk) [Item 3: Defaults Upon Senior Securities](index=23&type=section&id=Item%203%3A%20Defaults%20Upon%20Senior%20Securities) There were no defaults upon senior securities during the reporting period - **None**[86](index=86&type=chunk) [Item 4: Mine Safety Disclosures](index=23&type=section&id=Item%204%3A%20Mine%20Safety%20Disclosures) This item is not applicable to the company - **Not applicable**[86](index=86&type=chunk) [Item 5: Other Information](index=23&type=section&id=Item%205%3A%20Other%20Information) There is no other information to report in this section - **None**[86](index=86&type=chunk) [Item 6: Exhibits](index=23&type=section&id=Item%206%3A%20Exhibits) Lists the exhibits filed as part of the Form 10-Q, including certifications and XBRL documents Exhibit Number | Exhibit Number | Description | | :--- | :--- | | Exhibit 31.1 | Certification of Walter C. Johnsen pursuant to 18 U.S.C. Section 1350, as adopted pursuant Section 302 of the Sarbanes-Oxley Act of 2002 | | Exhibit 31.2 | Certification of Paul G. Driscoll pursuant to 18 U.S.C. Section 1350, as adopted pursuant Section 302 of the Sarbanes-Oxley Act of 2002 | | Exhibit 32.1 | Certification of Walter C. Johnsen pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | | Exhibit 32.2 | Certification of Paul G. Driscoll pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | | 101.INS | Inline XBRL Instance Document. | | 101.SCH | Inline XBRL Taxonomy Extension Schema Document. | | 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document. | | 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document. | | 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document. | | 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document. | | 104 | The cover page for the Company's Quarterly Report on Form 10-Q has been formatted in Inline XBRL and contained in Exhibit 101 | [Signatures](index=24&type=section&id=Signatures) The report was duly signed by the CEO and CFO in accordance with the Securities Exchange Act of 1934 - The report was signed on **May 9, 2022**, by Walter C. Johnsen, Chairman of the Board and Chief Executive Officer, and Paul G. Driscoll, Vice President and Chief Financial Officer[89](index=89&type=chunk)