Financial Performance - Consolidated net sales for the three months ended February 28, 2023, were $1,516.2 million, representing a 5.7% increase compared to $1,433.9 million in the same period last year [122]. - The CPG segment reported net sales of $497.0 million, a 3.1% increase from $482.0 million, driven by organic growth of 4.3% [122]. - The PCG segment achieved net sales of $299.6 million, reflecting a 10.6% increase from $270.9 million, with organic growth of 13.2% [122]. - The Consumer segment's net sales increased by 7.5% to $528.5 million from $491.6 million, primarily due to improved pricing [122]. - Total consolidated net sales for the nine months ended February 28, 2023, were $5,240.2 million, reflecting a 10.9% increase compared to $4,723.8 million in the prior year [146]. - The Consumer segment achieved a 15.3% sales growth for the nine months ended February 28, 2023, driven by improved raw material supply and price increases [149]. - The CPG segment experienced a 6.9% decline in net sales to $1,740.6 million, impacted by unfavorable economic conditions and reduced demand in certain markets [146]. - Consolidated net income for the three months ended February 28, 2023, was $27.2 million, or 1.8% of net sales, down from $33.2 million, or 2.3% of net sales, in the prior year [144]. - Net income for the nine months ended February 28, 2023, was $328.1 million, representing 6.2% of net sales, compared to $293.2 million in the prior year [168]. Profitability and Margins - The consolidated gross profit margin improved to 35.5% for the third quarter of fiscal 2023, up from 34.8% in the prior year, an increase of approximately 70 basis points [127]. - Consolidated gross profit margin improved to 37.6% for the first nine months of fiscal 2023, up from 35.9% in the prior year, primarily due to higher selling prices and production efficiencies [151]. - SG&A expenses increased by $16.5 million compared to the same period last year, but as a percentage of net sales, it decreased to 29.7% from 30.2% [129]. - SG&A expenses increased by $28.2 million in the first nine months of fiscal 2023 compared to the same period last year, primarily due to higher professional fees related to MAP 2025 initiatives [158]. Costs and Expenses - The company recorded an impairment loss of $36.7 million for goodwill and $2.5 million for an indefinite-lived tradename in the USL reporting unit [116]. - Interest expense rose to $30.8 million for the three months ended February 28, 2023, compared to $22.0 million in the prior year, driven by a higher average interest rate of 4.34% [138]. - Interest expense increased to $85.4 million for the nine months ended February 28, 2023, up from $64.1 million in the prior year, reflecting an average interest rate rise to 3.91% from 3.14% [161]. - Total net periodic pension and postretirement benefit costs increased to $14.7 million from $11.0 million, reflecting a change of $3.7 million [135]. - Total net periodic pension and postretirement benefit costs rose to $44.1 million in the first nine months of fiscal 2023, an increase of $11.2 million from $32.9 million in the prior year [158]. - Restructuring charges amounted to $4.2 million, with $3.4 million related to the MAP 2025 initiative aimed at improving margins and operational efficiency [136]. - Restructuring charges amounted to $6.8 million during the nine months ended February 28, 2023, with $3.4 million related to the MAP 2025 initiative [159]. Strategic Initiatives and Future Outlook - The company anticipates continued headwinds from rising interest rates and reduced customer demand into the fourth quarter of fiscal 2023 [128]. - The SPG segment generated organic sales growth, particularly in disaster restoration, due to operational improvements [126]. - The company is exploring strategic alternatives for its infrastructure services business in the U.K., which represents approximately 30% of annual revenues of the reporting unit [115]. - Future additional charges related to the implementation of MAP 2025 are expected to be approximately $14.7 million [137]. Liquidity and Financial Position - As of February 28, 2023, available liquidity was $843.5 million, down from $1.31 billion as of May 31, 2022 [180]. - The company maintained compliance with all financial covenants in its Revolving Credit Facility, with a Net Leverage Ratio of 2.54 to 1.00 and an Interest Coverage Ratio of 9.79 to 1.00 as of February 28, 2023 [183]. - As of February 28, 2023, the outstanding balance under the Accounts Receivable Securitization Program was $225.0 million, compared to a maximum availability of $228.9 million, with a total potential funding of $250.0 million [185]. - The term loan facility was amended to extend the maturity date to August 1, 2025, with outstanding borrowings reduced to $250 million, and it bears interest based on either the base rate or adjusted SOFR plus a spread determined by the company's debt rating [187]. - The company must maintain a consolidated interest coverage ratio of at least 3.50 to 1.00 and a leverage ratio not exceeding 3.75 to 1.00, with potential increases to 4.25 to 1.00 under certain conditions [187]. - There are no off-balance sheet financings or subsidiaries not included in the financial statements, ensuring transparency in financial reporting [190]. Market Risks and Compliance - The company is exposed to market risks from changes in raw material costs, interest rates, and foreign exchange rates, with no material changes in exposure since May 31, 2022 [194]. - Environmental obligations are being addressed without anticipated material impact on the company's financial condition or operations [191]. - The company is actively managing its debt covenants to avoid defaults that could accelerate repayment obligations [186]. Stock and Forward-Looking Statements - The company has a stock repurchase program in place, details of which can be found in the Consolidated Financial Statements [189]. - Forward-looking statements indicate potential risks including economic conditions, raw material prices, and geopolitical factors, which could materially affect future results [193]. - The maximum availability under the AR Program is subject to changes in customer credit ratings and concentration levels, potentially limiting access to the full $250.0 million [185].

RPM International Inc. (NYSE:RPM) Q3 2023 Earnings Conference Call April 6, 2023 10:00 AM ET Company Participants Matt Schlarb - Investor Relations Frank Sullivan - Chairman and Chief Executive Officer Rusty Gordon - Vice President and Chief Financial Officer Michael Laroche - Vice President, Controller and Chief Accounting Officer Conference Call Participants John McNulty - BMO Capital Markets Aleksey Yefremov - KeyBanc Josh Spector - UBS Stephen Byrne - Bank of America Securities John Roberts - Credit Sui ...

Fiscal 2023 Third-Quarter Results RPM NYSE April 6, 2023 Forward-Looking Statements & Regulation G This presentation contains "forward-looking statements" relating to our business. These forward-looking statements, or other statements made by us, are made based on our expectations and beliefs concerning future events impacting us and are subject to uncertainties and factors (including those specified below), which are difficult to predict and, in many instances, are beyond our control. As a result, our actu ...

[PART I. FINANCIAL INFORMATION](index=3&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) [Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) This section presents RPM International Inc.'s unaudited consolidated financial statements for Q2 FY2023, including key financial statements and notes [Consolidated Balance Sheets](index=4&type=section&id=Consolidated%20Balance%20Sheets) Total assets increased to $6.85 billion, driven by inventories, while liabilities rose to $4.76 billion due to debt, and equity reached $2.09 billion Consolidated Balance Sheet Highlights (in thousands) | Account | Nov 30, 2022 | May 31, 2022 | | :--- | :--- | :--- | | **Total Assets** | **$6,849,513** | **$6,707,706** | | Inventories | $1,389,591 | $1,212,618 | | Goodwill | $1,341,580 | $1,337,868 | | **Total Liabilities** | **$4,757,428** | **$4,723,878** | | Current portion of long-term debt | $3,713 | $603,454 | | Long-term debt, less current maturities | $2,841,066 | $2,083,155 | | **Total Equity** | **$2,092,085** | **$1,983,828** | [Consolidated Statements of Income](index=5&type=section&id=Consolidated%20Statements%20of%20Income) Net sales for Q2 FY2023 increased 9.3% to $1.79 billion, with net income rising to $131.3 million, and six-month net sales grew 13.2% to $3.72 billion, reaching $300.4 million in net income Key Income Statement Data (in thousands, except per share amounts) | Metric | Q2 2022 | Q2 2021 | Six Months 2022 | Six Months 2021 | | :--- | :--- | :--- | :--- | :--- | | Net Sales | $1,791,708 | $1,639,538 | $3,724,028 | $3,289,959 | | Gross Profit | $690,391 | $582,614 | $1,434,862 | $1,195,965 | | Income Before Income Taxes | $175,135 | $163,154 | $400,256 | $344,625 | | Net Income Attributable to RPM | $131,344 | $124,875 | $300,357 | $259,457 | | Diluted EPS | $1.02 | $0.96 | $2.33 | $2.00 | [Consolidated Statements of Cash Flows](index=7&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Operating cash flow increased to $190.9 million for the six months ended November 30, 2022, with investing activities using $164.0 million and financing activities providing $14.2 million, ending with $232.1 million in cash Six Months Ended Cash Flow Summary (in thousands) | Activity | Nov 30, 2022 | Nov 30, 2021 | | :--- | :--- | :--- | | Cash Provided by Operating Activities | $190,915 | $159,355 | | Cash (Used for) Investing Activities | ($164,007) | ($168,400) | | Cash Provided by (Used for) Financing Activities | $14,193 | ($25,964) | | **Net Change in Cash and Cash Equivalents** | **$30,446** | **($53,853)** | [Notes to Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes detail accounting policies and financial data, covering the 'MAP to Growth' plan, fair value measurements, income taxes, inventory, borrowing activities, stock repurchases, and segment performance - The 'MAP to Growth' restructuring plan, formally concluded on May 31, 2021, incurred costs of **$2.6 million** for the six months ended Nov 30, 2022. Total expected costs are **$121.3 million**, with **$119.9 million** incurred to date[32](index=32&type=chunk)[33](index=33&type=chunk) - On November 15, 2022, the company repaid the **$300.0 million** principal on its 3.45% Notes. It also amended and extended its Revolving Credit Facility to **$1.35 billion** and its Term Loan to August 2025[49](index=49&type=chunk)[50](index=50&type=chunk)[51](index=51&type=chunk) - During the six months ended Nov 30, 2022, the company repurchased **303,079 shares** for **$25.0 million**. Approximately **$342.3 million** remained available for repurchase under the program[55](index=55&type=chunk) Segment Net Sales (Six Months Ended Nov 30, in thousands) | Segment | 2022 | 2021 | | :--- | :--- | :--- | | CPG Segment | $1,363,811 | $1,258,552 | | PCG Segment | $675,585 | $588,122 | | Consumer Segment | $1,269,851 | $1,067,606 | | SPG Segment | $414,781 | $375,679 | Segment Income Before Income Taxes (Six Months Ended Nov 30, in thousands) | Segment | 2022 | 2021 | | :--- | :--- | :--- | | CPG Segment | $184,655 | $244,725 | | PCG Segment | $92,248 | $72,932 | | Consumer Segment | $210,562 | $79,019 | | SPG Segment | $55,316 | $45,147 | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=28&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses financial performance for Q2 and six months ended November 30, 2022, highlighting consolidated net sales growth, improved gross profit margin, segment performance, liquidity, and the new 'MAP 2025' initiative [Results of Operations](index=31&type=section&id=Results%20of%20Operations) Q2 consolidated net sales rose 9.3% to $1.79 billion with 12.4% organic growth and gross profit margin increased to 38.5%, while six-month net sales grew 13.2% to $3.72 billion with 16.0% organic growth and improved gross margin Q2 FY2023 Net Sales Growth vs. Q2 FY2022 | Segment | Total Growth | Organic Growth | Acquisition Growth | FX Impact | | :--- | :--- | :--- | :--- | :--- | | CPG Segment | 3.2% | 6.9% | 1.5% | -5.2% | | PCG Segment | 10.8% | 15.4% | 0.6% | -5.2% | | Consumer Segment | 15.3% | 17.5% | 0.4% | -2.6% | | SPG Segment | 9.5% | 11.5% | 0.9% | -2.9% | | **Consolidated** | **9.3%** | **12.4%** | **1.0%** | **-4.1%** | Six Months FY2023 Net Sales Growth vs. Six Months FY2022 | Segment | Total Growth | Organic Growth | Acquisition Growth | FX Impact | | :--- | :--- | :--- | :--- | :--- | | CPG Segment | 8.4% | 11.4% | 1.8% | -4.8% | | PCG Segment | 14.9% | 19.4% | 0.3% | -4.8% | | Consumer Segment | 18.9% | 20.8% | 0.4% | -2.3% | | SPG Segment | 10.4% | 12.2% | 0.8% | -2.6% | | **Consolidated** | **13.2%** | **16.0%** | **1.0%** | **-3.8%** | - Consolidated gross profit margin for Q2 FY23 increased by **300 bps** to **38.5%** from **35.5%** YoY, driven by production efficiencies, improved raw material supply, and higher selling prices[109](index=109&type=chunk) - Consolidated SG&A expense increased by **$52.9 million** in Q2 FY23 versus the prior year, rising to **27.3%** of net sales from **26.7%**, due to variable costs, pay inflation, and professional fees for MAP 2025 initiatives[111](index=111&type=chunk) [Liquidity and Capital Resources](index=36&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintained strong liquidity with $880.0 million available, generated $190.9 million in operating cash flow, strategically increased inventory, amended its credit facilities, and remained in compliance with all debt covenants - Available liquidity was **$880.0 million** as of November 30, 2022, including cash and availability under committed credit facilities[158](index=158&type=chunk) - Inventory levels increased, using **$64.5 million** more cash in the first six months of FY2023 compared to the prior year, due to material price inflation and strategic inventory buildup[149](index=149&type=chunk) - The company was in compliance with all financial covenants, with a Net Leverage Ratio of **2.53 to 1.00** (well below the **3.75 to 1.00** limit) and an Interest Coverage Ratio of **10.64 to 1.00** (well above the **3.50 to 1.00** minimum)[161](index=161&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=39&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company reports no material changes in market risk exposure since May 31, 2022, regarding raw material costs, interest rates, and foreign exchange rates, despite acknowledging recent inflationary pressures - There were no material potential changes in exposure to market risks (raw materials, interest rates, foreign exchange) since May 31, 2022[172](index=172&type=chunk) [Controls and Procedures](index=39&type=section&id=Item%204.%20Controls%20and%20Procedures) As of November 30, 2022, the CEO and CFO concluded that disclosure controls and procedures were effective, with no material changes in internal control over financial reporting during the quarter - Management concluded that disclosure controls and procedures were effective as of the evaluation date, November 30, 2022[173](index=173&type=chunk) - No changes occurred during the fiscal quarter that materially affected, or are reasonably likely to materially affect, the company's internal control over financial reporting[174](index=174&type=chunk) [PART II. OTHER INFORMATION](index=40&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Legal Proceedings](index=40&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in typical environmental matters, not expecting a material adverse effect, and reports no proceedings exceeding its $1 million disclosure threshold - The company has adopted a quantitative threshold of **$1 million** for disclosing environmental proceedings and is not aware of any matters that exceed this threshold as of the filing date[177](index=177&type=chunk) [Risk Factors](index=40&type=section&id=Item%201A.%20Risk%20Factors) No new risk factors are presented in this report, with the company referring readers to its Annual Report on Form 10-K for the fiscal year ended May 31, 2022 - The report directs readers to the risk factors disclosed in the company's Annual Report on Form 10-K for the fiscal year ended May 31, 2022[178](index=178&type=chunk) [Unregistered Sale of Equity Securities and Use of Proceeds](index=40&type=section&id=Item%202.%20Unregistered%20Sale%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During Q2 FY2023, 29,616 shares were repurchased to satisfy tax obligations from restricted stock vesting, separate from the public repurchase program - In Q2 FY2023, **29,616 shares** were returned to the company to satisfy tax obligations from vesting restricted stock, not as part of the public repurchase program[179](index=179&type=chunk) - As of November 30, 2022, the maximum dollar amount that may yet be repurchased under the company's stock repurchase program was approximately **$342.3 million**[180](index=180&type=chunk) [Exhibits](index=41&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including CEO and CFO certifications and Inline XBRL documents [Signatures](index=42&type=section&id=Signatures) The report is duly signed by Frank C. Sullivan, Chairman and CEO, and Russell L. Gordon, VP and CFO, on January 5, 2023

RPM International Inc. (NYSE:RPM) Q2 2023 Earnings Conference Call January 5, 2023 10:00 AM ET Company Participants Matt Schlarb - Senior Director, Investor Relations Frank Sullivan - Chairman and CEO Rusty Gordon - Vice President and CFO Mike Laroche - Vice President, Controller and CAO Conference Call Participants John McNulty - BMO Capital Markets Frank Mitsch - Fermium Research Josh Spector - UBS John Roberts - Credit Suisse Aleksey Yefremov - KeyBanc Capital Markets Steve Byrne - Bank of America Ghansh ...

(1) EBIT, Adjusted EBIT, and Adjusted EBIT Margin are non-GAAP financial measures. Refer to Appendix for reconciliations between GAAP and non-GAAP measures. Q2 2022 % Change Adjusted EBIT1 46 40 +16.6% • Strong demand in energy markets Fiscal 2023 Second-Quarter Results | January 5, 2023 8 Fiscal 2023 Second-Quarter Financial Results Record Q2 sales and margin expansions driven by improved material supply and pricing | --- | --- | --- | --- | --- | |----------------------------|-------------|--------------- ...

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 August 31, 2022, 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 No. 1-14187 RPM International Inc. (Exact name of Registrant as specified in its charter) DELAWARE 02-0642224 (State or other jurisdiction of inco ...

RPM International Inc. (NYSE:RPM) Q1 2023 Earnings Conference Call October 5, 2022 10:00 AM ET Company Participants Matt Schlarb - Senior Director of IR Frank Sullivan - Chairman & CEO Michael Laroche - VP, Controller & Chief Accounting Officer Rusty Gordon - VP & CFO Conference Call Participants John McNulty - BMO Capital Markets John Roberts - Credit Suisse Mike Harrison - Seaport Research Partners Vincent Andrews - Morgan Stanley Steve Byrne - Bank of America Arun Viswanathan - RBC Capital Markets Josh S ...

| --- | --- | --- | --- | --- | --- | --- | |-------|-------|-------|-------|-------|-----------------|-------| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Fiscal 2023 | | | | | | | | First-Quarter | | | | | | | | Results | | | | | | | | | | | | | | | | October 5, 2022 | | Forward-Looking Statements & Regulation G This presentation contains "forward-looking statements" relating to our business. These forward-looking statements, or other statements made by us, ...

RPM International Inc. (NYSE:RPM) Q4 2022 Earnings Conference Call July 25, 2022 10:00 AM ET Company Participants Frank Sullivan - Chairman and CEO Rusty Gordon - VP and CFO Mike Laroche - VP, Controller and CAO Conference Call Participants John Roberts - Credit Suisse Mike Harrison - Seaport Research Partners John McNulty - BMO Capital Markets Vincent Andrews - Morgan Stanley Josh Spector - UBS Kevin McCarthy - Vertical Frank Mitsch - Fermium Research Jeff Zekauskas - JPMorgan Steve Byrne - Bank of America ...