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Douglas Dynamics(PLOW) - 2024 Q1 - Earnings Call Transcript
2024-04-30 20:09
Douglas Dynamics, Inc. (NYSE:PLOW) Q1 2024 Earnings Conference Call April 30, 2024 10:00 AM ET Company Participants Nathan Elwell - Vice President, Investor Relations Bob McCormick - President and Chief Executive Officer Sarah Lauber - Executive Vice President and Chief Financial Officer Conference Call Participants Robert Schultz - Baird Linda Weiser - D.A. Davidson Operator Good day and welcome to the Douglas Dynamics First Quarter 2024 Earnings Conference Call. [Operator Instructions] Please note this ev ...
Douglas Dynamics(PLOW) - 2024 Q1 - Quarterly Report
2024-04-30 20:00
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 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: 001-34728 DOUGLAS DYNAMICS, INC. (Exact name of registrant as specified in its charter) (State or other jurisdi ...
Douglas Dynamics(PLOW) - 2024 Q1 - Quarterly Results
2024-04-29 22:01
[First Quarter 2024 Financial Results Overview](index=1&type=section&id=DOUGLAS%20DYNAMICS%20REPORTS%20FIRST%20QUARTER%202024%20RESULTS) Douglas Dynamics reported significantly improved Q1 2024 results, highlighting strong Work Truck Solutions performance and an expanded cost savings program [Management Commentary](index=1&type=section&id=Management%20Commentary) Management highlighted excellent Work Truck Solutions performance and improved Work Truck Attachments results despite low snowfall, expanding the 2024 Cost Savings Program - The Work Truck Solutions segment delivered an **excellent quarter**, progressing towards long-term growth and profitability goals[2](index=2&type=chunk) - Despite significantly below-average snowfall for the second consecutive winter, the Work Truck Attachments segment also showed **improved results** compared to Q1 2023[2](index=2&type=chunk) - The 2024 Cost Savings Program, initiated in January, has been expanded and is now expected to generate **over $10 million in sustainable annualized savings**[2](index=2&type=chunk) [Key Financial Highlights](index=1&type=section&id=First%20Quarter%202024%20Highlights) Q1 2024 saw a 16.0% net sales increase, narrowed net loss, expanded cost savings, and a $0.295 per share dividend, with updated full-year outlook Q1 2024 Key Metrics vs. Q1 2023 | Metric | Q1 2024 | Change vs. Q1 2023 | | :--- | :--- | :--- | | **Net Sales** | $95.7 million | +16.0% | | **Net Loss** | $(8.4) million | $4.7 million improvement | | **Diluted EPS** | $(0.37) | Improvement from $(0.58) | - The company expanded its 2024 Cost Savings Program, which is now expected to deliver **over $10 million in sustainable annualized savings**[3](index=3&type=chunk) - A cash dividend of **$0.295 per share** was paid on March 29, 2024[3](index=3&type=chunk) [Consolidated Financial Performance](index=2&type=section&id=Consolidated%20Financial%20Performance) Consolidated Q1 2024 net sales increased 16.0% with significant gross profit growth and a narrowed net loss, driven by volume and cost savings [Consolidated First Quarter 2024 Results](index=2&type=section&id=Consolidated%20First%20Quarter%202024%20Results) Consolidated Q1 2024 net sales rose 16.0% to $95.7 million, with gross profit up 67.3% and Adjusted EBITDA turning positive, aided by cost savings Consolidated Financial Results (Q1 2024 vs. Q1 2023) | $ in millions (except Margins & EPS) | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | **Net Sales** | $95.7 | $82.5 | | **Gross Profit Margin** | 19.8% | 13.7% | | **Net Loss** | $(8.4) | $(13.1) | | **Diluted EPS** | $(0.37) | $(0.58) | | **Adjusted EBITDA** | $1.5 | $(7.4) | | **Adjusted EBITDA Margin** | 1.6% | (8.9%) | - The year-over-year improvement in net sales and gross profit was primarily driven by **higher volumes and price realization** at the Work Truck Solutions segment, along with higher parts and accessories volumes at the Work Truck Attachments segment[6](index=6&type=chunk) - Selling, general and administrative (SG&A) expenses decreased by **4.3% to $21.5 million**, mainly due to the successful implementation of the 2024 Cost Savings Program[6](index=6&type=chunk) [Segment Performance](index=2&type=section&id=Segment%20Performance) Segment performance showed Work Truck Attachments improving despite weather, while Work Truck Solutions delivered strong growth and profitability [Work Truck Attachments Segment](index=2&type=section&id=Work%20Truck%20Attachments%20Segment%20First%20Quarter%202024%20Results) Work Truck Attachments net sales increased 23.9% to $23.8 million, with a narrowed Adjusted EBITDA loss, driven by parts sales and cost savings despite low snowfall Work Truck Attachments Segment Results (Q1 2024 vs. Q1 2023) | $ in millions (except Margin) | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | **Net Sales** | $23.8 | $19.2 | | **Adjusted EBITDA** | ($4.5) | ($10.2) | | **Adjusted EBITDA Margin** | (18.7%) | (53.2%) | - Improved results were driven by **increased sales of parts and accessories** and **lower costs** from the 2024 Cost Savings Program[7](index=7&type=chunk) - January 2024 saw above-average snowfall in some core markets, leading to **record parts and accessories sales** for the month[7](index=7&type=chunk) - Management noted that the lack of snowfall over the past two seasons has **lengthened the equipment replacement cycle**, which will negatively impact pre-season orders[6](index=6&type=chunk) [Work Truck Solutions Segment](index=3&type=section&id=Work%20Truck%20Solutions%20Segment%20First%20Quarter%202024%20Results) Work Truck Solutions net sales grew 13.4% to $71.8 million, with Adjusted EBITDA more than doubling due to higher volumes, price realization, and efficiency gains Work Truck Solutions Segment Results (Q1 2024 vs. Q1 2023) | $ in millions (except Margin) | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | **Net Sales** | $71.8 | $63.3 | | **Adjusted EBITDA** | $6.0 | $2.9 | | **Adjusted EBITDA Margin** | 8.4% | 4.5% | - Net sales growth was driven by **higher volumes, improved chassis availability, and increased price realization**[10](index=10&type=chunk) - Adjusted EBITDA more than doubled due to **higher volumes, price increases, and improved efficiencies**[10](index=10&type=chunk) - Management is pleased with the progress, noting that the team can build momentum and deliver positive results when external conditions, such as supply chain stability, allow[8](index=8&type=chunk) [Financial Position and Outlook](index=3&type=section&id=Financial%20Position%20and%20Outlook) The company maintained its dividend, improved operating cash flow, amended its credit facility, and updated its 2024 outlook due to weather impacts [Dividend, Liquidity, and Credit Facility](index=3&type=section&id=Dividend%20%26%20Liquidity) The company paid a $0.295 per share dividend, significantly improved operating cash flow, and amended its credit facility to enhance financial flexibility - A quarterly cash dividend of **$0.295 per share** was paid on March 29, 2024[11](index=11&type=chunk) - Net cash used in operating activities decreased by **62.0% to $21.6 million**, primarily due to favorable changes in working capital[11](index=11&type=chunk) - The credit facility was amended to increase the leverage ratio covenant from **3.5x to 4.0x** for Q1 and Q2 2024, providing greater financial flexibility. The company's leverage ratio was **3.3x** at the end of Q1 2024[11](index=11&type=chunk) [2024 Full Year Outlook](index=3&type=section&id=2024%20Outlook) Douglas Dynamics tightened its 2024 guidance for net sales and Adjusted EBITDA due to weather, while maintaining long-term segment targets Updated 2024 Financial Outlook | Metric | Updated 2024 Range | Previous 2024 Range | | :--- | :--- | :--- | | **Net Sales** | $600M - $640M | $600M - $660M | | **Adjusted EBITDA** | $70M - $90M | $70M - $100M | | **Adjusted EPS** | $1.20 - $1.70 | $1.20 - $2.10 | | **Effective Tax Rate** | ~24% - 25% | Unchanged | - The expanded 2024 Cost Savings Program is expected to yield annual pre-tax savings of **$10+ million**, with approximately **$8 to $9 million** realized in 2024[9](index=9&type=chunk) Long-Term Financial Targets | Segment | Sales Growth Target | Adjusted EBITDA Margin Target | | :--- | :--- | :--- | | **Work Truck Attachments** | Low to mid-single digits | Mid to high 20%'s | | **Work Truck Solutions** | Mid to high-single digits | Double digit to low teens | [Appendix: Financial Statements & Reconciliations](index=7&type=section&id=Appendix%3A%20Financial%20Statements%20%26%20Reconciliations) The appendix provides detailed financial statements including balance sheets, statements of loss, cash flows, and non-GAAP reconciliations for Q1 2024 [Condensed Consolidated Balance Sheets](index=7&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of March 31, 2024, total assets were $577.1 million, with a decrease in cash and receivables offset by an increase in inventories Key Balance Sheet Items (in thousands) | Account | March 31, 2024 | December 31, 2023 | | :--- | :--- | :--- | | **Cash and cash equivalents** | $1,974 | $24,156 | | **Inventories** | $174,768 | $140,390 | | **Total current assets** | $251,218 | $262,238 | | **Total assets** | $577,076 | $593,418 | | **Total current liabilities** | $122,127 | $118,517 | | **Total stockholders' equity** | $217,158 | $231,565 | [Condensed Consolidated Statements of Loss](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Loss) Q1 2024 net loss improved to $(8.4) million from $(13.1) million in Q1 2023, driven by higher net sales and gross profit Consolidated Statement of Loss Highlights (in thousands, except per share data) | Account | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | **Net sales** | $95,655 | $82,545 | | **Gross profit** | $18,920 | $11,275 | | **Loss from operations** | $(6,422) | $(13,797) | | **Net loss** | $(8,352) | $(13,110) | | **Loss per share (diluted)** | $(0.37) | $(0.58) | [Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash used in operating activities significantly improved to $(21.6) million in Q1 2024, primarily due to better working capital management Consolidated Cash Flow Summary (in thousands) | Activity | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | **Net cash used in operating activities** | $(21,621) | $(56,916) | | **Net cash used in investing activities** | $(1,328) | $(2,748) | | **Net cash provided by financing activities** | $767 | $41,894 | | **Change in cash and cash equivalents** | $(22,182) | $(17,770) | | **Cash and cash equivalents at end of period** | $1,974 | $2,900 | [Non-GAAP Reconciliations](index=10&type=section&id=Non-GAAP%20Reconciliations) Non-GAAP measures show a significant turnaround, with Adjusted EBITDA at $1.5 million and improved Adjusted Net Loss and Free Cash Flow Net Loss to Adjusted EBITDA Reconciliation (in thousands) | Line Item | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | **Net loss** | $(8,352) | $(13,110) | | Interest, Taxes, D&A | $7,278 | $4,705 | | Stock-based compensation & other charges | $2,608 | $1,031 | | **Adjusted EBITDA** | **$1,534** | **$(7,374)** | Net Loss to Adjusted Net Loss Reconciliation (in thousands) | Line Item | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | **Net loss** | $(8,352) | $(13,110) | | Adjustments (net of tax) | $1,827 | $644 | | **Adjusted net loss** | **$(6,525)** | **$(12,466)** | Free Cash Flow Reconciliation (in thousands) | Line Item | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | **Net cash used in operating activities** | $(21,621) | $(56,916) | | **Capital expenditures** | $(1,328) | $(2,748) | | **Free cash flow** | **$(22,949)** | **$(59,664)** |
Douglas Dynamics(PLOW) - 2023 Q4 - Annual Report
2024-02-27 21:15
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 11270 W Park Place Ste. 300 Milwaukee, Wisconsin (Address of principal executive offices) Registrant's telephone number, including area code (414) 354‑2310 Securities registered pursuant to Section 12(b) of the Act: (Mark One) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Sec ...
Douglas Dynamics(PLOW) - 2023 Q4 - Earnings Call Transcript
2024-02-27 19:41
Douglas Dynamics, Inc. (NYSE:PLOW) Q4 2023 Earnings Conference Call February 27, 2024 10:00 AM ET Company Participants Nathan Elwell - Vice President, Investor Relations Bob McCormick - President & Chief Executive Officer Sarah Lauber - Executive Vice President & Chief Financial Officer Conference Call Participants Mike Shlisky - D.A. Davidson Robert Schultz - Baird Greg Burns - Sidoti & Company Operator Hello, and welcome to the Douglas Dynamics Fourth Quarter 2023 Earnings Conference Call. All participa ...
Douglas Dynamics(PLOW) - 2023 Q3 - Quarterly Report
2023-10-31 20:01
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR Commission file number: 001-34728 DOUGLAS DYNAMICS, INC. (Exact name of registrant as specified in its charter) (State or other jur ...
Douglas Dynamics(PLOW) - 2023 Q3 - Earnings Call Transcript
2023-10-31 18:39
Financial Data and Key Metrics Changes - Adjusted EBITDA decreased by $7.8 million to $17.3 million compared to the third quarter of last year, driven by lower attachment volumes, partially offset by pricing realization and baseline profit improvement [8][23] - Gross profit margin declined to 22.3% from 24.8% in the third quarter of 2022, impacted by lower volumes in attachments [23] - Net income was $5.8 million, equating to $0.24 of diluted earnings per share, both lower than the same period last year [88] Business Line Data and Key Metrics Changes - Attachments net sales were $75.9 million, down from $108.2 million in the prior year, with adjusted EBITDA decreasing to $12.3 million due to lower volumes and unfavorable product mix [8][66] - Solutions segment saw net sales increase approximately 18% to $68.2 million, with adjusted EBITDA more than doubling to $5 million and adjusted EBITDA margin improving by 350 basis points to 7.3% [9][66] Market Data and Key Metrics Changes - Dealer inventories remain above the 5-year average, particularly in East Coast cities that experienced low snowfall last winter, impacting retail sales [85][27] - The company expects average snowfall levels in the fourth quarter, which is crucial for retail activity [92][79] Company Strategy and Development Direction - The company is focused on internal growth initiatives to achieve long-term goals, particularly in the Solutions segment, which is expected to drive margin improvements [19][87] - The ongoing positive demand dynamics in Solutions and a strong backlog are seen as favorable for medium- to long-term growth [13][66] Management's Comments on Operating Environment and Future Outlook - Management acknowledged that low snowfall has significantly impacted financial results in 2023, but they remain confident in achieving long-term targets [84][92] - The company is adjusting its guidance due to the impact of low snowfall and chassis supply issues, with expectations for 2024 to be at or above previous guidance if snowfall returns to average levels [28][92] Other Important Information - The company paid a quarterly cash dividend of $0.295 per share, emphasizing that maintaining the dividend remains a top priority [26][76] - Capital expenditures for the year were $7.7 million, lower than the previous year, as part of the low snowfall playbook [71] Q&A Session Summary Question: What is the confidence level regarding the dividend for next year? - Management expressed confidence in maintaining the dividend at or above current levels, prioritizing sustainability [47][76] Question: How will low snowfall impact growth in the Solutions segment? - Management indicated that while low snowfall has affected growth, they expect to see improvements as snowfall returns to average levels [57][66] Question: What is the expected impact of chassis supply issues on future growth? - Management noted that while chassis supply is expected to remain flat, internal growth initiatives are in place to mitigate the impact [19][104]
Douglas Dynamics(PLOW) - 2023 Q2 - Quarterly Report
2023-08-01 20:01
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ 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: 001-34728 DOUGLAS DYNAMICS, INC. (Exact name of registrant as specified in its charter) (State or other jurisdic ...
Douglas Dynamics(PLOW) - 2023 Q2 - Earnings Call Transcript
2023-08-01 19:59
Douglas Dynamics, Inc. (NYSE:PLOW) Q2 2023 Earnings Conference Call August 1, 2023 10:00 AM ET Company Participants Nathan Elwell - VP, IR Robert McCormick - President, CEO & Director Sarah Lauber - EVP, CFO & Secretary Conference Call Participants Michael Shlisky - D.A. Davidson & Co. Timothy Wojs - Robert W. Baird & Co. Gregory Burns - Sidoti & Company Operator Hello, and welcome to the Douglas Dynamics Second Quarter 2023 Earnings Conference Call. [Operator Instructions]. Please note, today's event is be ...
Douglas Dynamics(PLOW) - 2023 Q1 - Quarterly Report
2023-05-02 20:04
Part I. Financial Information [Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited condensed consolidated financial statements for the quarter ended March 31, 2023, covering Balance Sheets, Income, Cash Flows, and Equity - The company operates in two segments: **Work Truck Attachments** (commercial snow/ice management) and **Work Truck Solutions** (municipal snow/ice control and truck up-fitting services)[19](index=19&type=chunk)[20](index=20&type=chunk) - The **Work Truck Attachments** segment is highly seasonal, with sales influenced by snowfall levels, leading to lower Q1 sales due to pre-season programs in Q2 and Q3[22](index=22&type=chunk) [Unaudited Condensed Consolidated Balance Sheets](index=4&type=section&id=Unaudited%20Condensed%20Consolidated%20Balance%20Sheets) Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | March 31, 2023 | December 31, 2022 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $2,900 | $20,670 | | Accounts receivable, net | $48,223 | $86,765 | | Inventories | $184,583 | $136,501 | | Total current assets | $247,607 | $252,921 | | Total assets | $585,288 | $596,891 | | **Liabilities & Equity** | | | | Accounts payable | $23,081 | $49,252 | | Short term borrowings | $52,000 | $0 | | Total current liabilities | $114,405 | $100,431 | | Long-term debt, less current portion | $192,298 | $195,299 | | Total stockholders' equity | $216,400 | $237,102 | | Total liabilities and stockholders' equity | $585,288 | $596,891 | [Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)](index=5&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Income%20(Loss)) Condensed Consolidated Statements of Operations (in thousands, except per share data) | Metric | Q1 2023 | Q1 2022 | | :--- | :--- | :--- | | Net sales | $82,545 | $102,601 | | Gross profit | $11,275 | $21,064 | | Loss from operations | $(13,797) | $(2,939) | | Net loss | $(13,110) | $(3,908) | | Diluted loss per share | $(0.58) | $(0.18) | | Cash dividends declared and paid per share | $0.30 | $0.29 | [Unaudited Condensed Consolidated Statements of Cash Flows](index=6&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Condensed Consolidated Statements of Cash Flows (in thousands) | Activity | Q1 2023 | Q1 2022 | | :--- | :--- | :--- | | Net cash used in operating activities | $(56,916) | $(25,993) | | Net cash used in investing activities | $(2,748) | $(2,198) | | Net cash provided by (used in) financing activities | $41,894 | $(561) | | Change in cash and cash equivalents | $(17,770) | $(28,752) | | Cash and cash equivalents at end of period | $2,900 | $8,212 | [Notes to Unaudited Condensed Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) Disaggregated Revenue by Segment (in thousands) | Segment | Q1 2023 Revenue | Q1 2022 Revenue | | :--- | :--- | :--- | | Work Truck Attachments | $19,246 | $45,776 | | Work Truck Solutions | $63,299 | $56,825 | | **Total Revenue** | **$82,545** | **$102,601** | - On January 5, 2023, the company amended its Credit Agreement, increasing the revolving commitment by **$50 million** to a total of **$150 million**[61](index=61&type=chunk) - As of March 31, 2023, the company had **$205.0 million** outstanding on its term loan and **$52.0 million** on its revolving credit facility, with **$97.5 million** remaining availability[65](index=65&type=chunk)[149](index=149&type=chunk)[151](index=151&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=29&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Q1 2023 financial results, noting a **19.6% decrease in net sales to $82.5 million** and an increased **net loss of $13.1 million**, primarily due to low snowfall impacting Work Truck Attachments sales - Low snowfall during the 2022-2023 winter season, approximately **14% below the 10-year average**, significantly impacted the company's results, especially in key East Coast markets[105](index=105&type=chunk)[134](index=134&type=chunk) - Ongoing inflationary pressures on materials and labor are expected to impact 2023 profitability, with mitigation efforts through price increases and surcharges potentially affecting margins due to timing differences[140](index=140&type=chunk) Segment Net Sales (in thousands) | Segment | Q1 2023 | Q1 2022 | Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Work Truck Attachments | $19,246 | $45,776 | $(26,530) | (58.0)% | | Work Truck Solutions | $63,299 | $56,825 | $6,474 | 11.4% | | **Total Net Sales** | **$82,545** | **$102,601** | **$(20,056)** | **(19.6)%** | Segment Adjusted EBITDA (in thousands) | Segment | Q1 2023 | Q1 2022 | Change | | :--- | :--- | :--- | :--- | | Work Truck Attachments | $(10,231) | $3,044 | $(13,275) | | Work Truck Solutions | $2,857 | $1,592 | $1,265 | | **Total Adjusted EBITDA** | **$(7,374)** | **$4,636** | **$(12,010)** | [Quantitative and Qualitative Disclosures About Market Risk](index=40&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risks are interest rate fluctuations on variable-rate debt and commodity price risk from steel, managed through interest rate swaps and price adjustments - The company faces interest rate risk from its variable-rate term loan (**$205.0 million** outstanding) and revolving credit facility (**$52.0 million** outstanding as of March 31, 2023)[148](index=148&type=chunk)[149](index=149&type=chunk)[151](index=151&type=chunk) - Interest rate swap agreements mitigate volatility, including a **$175,000** notional swap through May 2024 and a **$125,000** notional swap from May 2024 through June 2026[67](index=67&type=chunk)[69](index=69&type=chunk)[150](index=150&type=chunk) - Steel is a primary commodity risk, representing **19.0% of Q1 2023 revenue**, managed through price increases and surcharges without hedging instruments[152](index=152&type=chunk) [Controls and Procedures](index=41&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including CEO and CFO, concluded that disclosure controls and procedures were effective as of March 31, 2023, with no material changes to internal control over financial reporting - The CEO and CFO concluded that disclosure controls and procedures were effective as of the period end[153](index=153&type=chunk) - No material changes occurred in internal control over financial reporting during the quarter[154](index=154&type=chunk) Part II. Other Information [Legal Proceedings](index=41&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in various ordinary course litigation matters, none of which are expected to materially impact operations or financial position - No litigation is expected to have a material adverse effect on the company's financial position[156](index=156&type=chunk) [Risk Factors](index=42&type=section&id=Item%201A.%20Risk%20Factors) No significant changes to the company's risk factors were reported from those in the Annual Report on Form 10-K for FY2022 - No significant changes to risk factors were reported for the period[158](index=158&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=42&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company did not sell unregistered equity securities or repurchase shares in Q1 2023, leaving **$44.0 million** available under the stock repurchase plan - No unregistered securities were sold during the three months ended March 31, 2023[159](index=159&type=chunk) Issuer Purchases of Equity Securities (Q1 2023) | Period | Total number of shares purchased | Average price paid per share | Approximate dollar value of shares still available to be purchased under the program (000's) | | :--- | :--- | :--- | :--- | | Jan 2023 | 0 | $ - | $44,000 | | Feb 2023 | 0 | $ - | $44,000 | | Mar 2023 | 0 | $ - | $44,000 | | **Total** | **0** | **$ -** | **$44,000** | [Defaults Upon Senior Securities](index=42&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reported no defaults upon senior securities during the period - None[163](index=163&type=chunk) [Mine Safety Disclosures](index=42&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) The company reported no mine safety disclosures for the period - None[164](index=164&type=chunk) [Other Information](index=42&type=section&id=Item%205.%20Other%20Information) The company reported no other information for the period - None[165](index=165&type=chunk) [Exhibits](index=43&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Quarterly Report on Form 10-Q, including CEO/CFO certifications and inline XBRL financial statements - Exhibits filed include **CEO/CFO certifications (31.1, 31.2, 32.1)** and **Inline XBRL data (101, 104)**[166](index=166&type=chunk)