Simpson(SSD) - 2025 Q2 - Quarterly Report

Front Matter This section provides key identifying information for Simpson Manufacturing Co., Inc.'s Form 10-Q quarterly report - This report is Simpson Manufacturing Co., Inc.'s Form 10-Q quarterly report as of June 30, 2025[2] - The company's stock ticker is SSD, listed on the New York Stock Exchange, and identified as a large accelerated filer[3][6] - As of August 6, 2025, the company had 41,617,298 shares of common stock outstanding[6] Part I - Financial Information This section presents Simpson Manufacturing Co., Inc.'s unaudited condensed consolidated financial statements, including balance sheets, statements of earnings and comprehensive income, statements of stockholders' equity, and cash flows, along with detailed notes Item 1 - Financial Statements This section contains Simpson Manufacturing Co., Inc. and its subsidiaries' unaudited condensed consolidated financial statements, including balance sheets, statements of earnings and comprehensive income, statements of stockholders' equity, and cash flows, accompanied by detailed notes explaining accounting policies, revenue recognition, and various financial accounts Condensed Consolidated Balance Sheets This section provides a snapshot of the company's financial position, detailing assets, liabilities, and equity at specific reporting dates Condensed Consolidated Balance Sheets Key Data (in thousands of US dollars) | Indicator | June 30, 2025 | June 30, 2024 | December 31, 2024 | | :--------------------- | :------------- | :------------- | :-------------- | | Total Assets | $2,964,403 | $2,773,361 | $2,736,168 | | Total Liabilities | $1,024,626 | $1,008,560 | $923,034 | | Total Stockholders' Equity | $1,930,040 | $1,764,801 | $1,805,348 | Condensed Consolidated Statements of Earnings and Comprehensive Income This section presents the company's financial performance over specific periods, including net sales, gross profit, operating income, and net income Condensed Consolidated Statements of Earnings and Comprehensive Income Key Data (in thousands of US dollars, except per share amounts) | Indicator | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--------------------------- | :------------------------- | :------------------------- | :------------------------- | :------------------------- | | Net Sales | $631,055 | $596,978 | $1,169,950 | $1,127,557 | | Cost of Sales | $336,605 | $318,431 | $623,460 | $604,456 | | Gross Profit | $294,450 | $278,547 | $546,490 | $523,101 | | Operating Income | $140,244 | $132,186 | $242,563 | $228,281 | | Income Tax Provision | $35,914 | $34,859 | $62,510 | $57,847 | | Net Income | $103,541 | $97,831 | $181,425 | $173,258 | | Diluted Net Income Per Share | $2.47 | $2.31 | $4.33 | $4.07 | | Cash Dividends Declared Per Common Share | $0.29 | $0.28 | $0.57 | $0.55 | Condensed Consolidated Statements of Stockholders' Equity This section details changes in the company's equity over specific periods, reflecting net income, other comprehensive income, share repurchases, and dividends Condensed Consolidated Statements of Stockholders' Equity Key Data (in thousands of US dollars) | Indicator | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--------------------------------- | :------------------------- | :------------------------- | :------------------------- | :------------------------- | | Net Income | $103,541 | $97,831 | $181,425 | $173,258 | | Translation Adjustments and Other (Net of Tax) | $46,432 | $(2,268) | $64,258 | $(21,911) | | Repurchase of Common Stock (Including Excise Tax) | $(35,352) | $(50,257) | $(60,457) | $(50,257) | | Cash Dividends Declared on Common Stock | $(12,130) | $(11,804) | $(23,889) | $(23,260) | | Total Stockholders' Equity, End of Period | $1,930,040 | $1,764,801 | $1,930,040 | $1,764,801 | Condensed Consolidated Statements of Cash Flows This section outlines the company's cash inflows and outflows from operating, investing, and financing activities over specific periods Condensed Consolidated Statements of Cash Flows Key Data (in thousands of US dollars) | Indicator | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--------------------------- | :------------------------- | :------------------------- | | Net Cash Provided by Operating Activities | $132,778 | $119,086 | | Net Cash Used in Investing Activities | $(90,568) | $(95,686) | | Net Cash Used in Financing Activities | $(95,617) | $(93,113) | | Cash and Cash Equivalents, End of Period | $190,400 | $354,851 | Notes to Condensed Consolidated Financial Statements This section provides detailed explanations and disclosures supporting the condensed consolidated financial statements, clarifying accounting policies and significant transactions Note 1. Basis of Presentation This note describes the basis of presentation for the financial statements, including significant accounting policies and recent accounting pronouncements - Effective January 1, 2025, the company changed its depreciation method for machinery and equipment from accelerated to straight-line, resulting in a $1.8 million decrease in depreciation expense and a $1.3 million increase in net income (approximately $0.03 per basic and diluted share) for the second quarter of 2025, and a $3.6 million decrease in depreciation expense and a $2.7 million increase in net income (approximately $0.06 per basic and diluted share) for the six months ended June 30, 2025[22] Allowance for Doubtful Accounts Changes (in thousands of US dollars) | Indicator | December 31, 2024 | June 30, 2025 | | :----------------- | :------------- | :------------- | | Allowance for Doubtful Accounts Balance | $2,998 | $3,834 | | Credit Loss Expense | $837 | - | Fair Value Measurements of Financial Assets and Liabilities (in thousands of US dollars) | Item | June 30, 2025 (Level 1) | June 30, 2025 (Level 2) | June 30, 2025 (Level 3) | | :--------------------------- | :----------------------- | :----------------------- | :----------------------- | | Cash Equivalents | $35,788 | — | — | | Derivative Instruments - Assets | — | $16,608 | — | | Deferred Compensation Plan Investments | $1,313 | — | — | | Term Loan Due 2027 | — | $376,875 | — | | Derivative Instruments - Liabilities | — | $98,495 | — | | Deferred Compensation Plan Liabilities | $2,792 | — | — | | Contingent Consideration | — | — | $5,400 | - The company reclassified $9.7 million of equity balance related to "non-qualified deferred compensation plan share awards" to mezzanine equity, presented in combination with share-based compensation expense[36] - The company adopted ASU 2023-07, which aligns interim segment disclosure requirements with existing annual requirements and enhances disclosures for significant segment expenses regularly provided to the chief operating decision maker, with no impact on the consolidated financial statements[48] Note 2. Revenue from Contracts with Customers This note details the company's revenue recognition policies and disaggregates revenue by product type and geographic region - Wood construction product revenue accounted for 85.1% and 85.3% of total net sales for the six months ended June 30, 2025, and 2024, respectively[53] - Concrete construction product revenue accounted for 14.7% and 14.6% of total net sales for the six months ended June 30, 2025, and 2024, respectively[54] - As of June 30, 2025, the company's contract liabilities were $6 million, compared to immaterial as of June 30, 2024; $2.7 million in revenue was recognized in the first half of 2025[58] Note 3. Net Income per Share This note provides a breakdown of basic and diluted net income per share, including the calculation of weighted-average shares outstanding Net Income Per Share and Weighted-Average Shares (in thousands of shares, except per share amounts) | Indicator | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--------------------------------- | :------------------------- | :------------------------- | :------------------------- | :------------------------- | | Net Income Attributable to Common Stockholders | $103,541 | $97,831 | $181,425 | $173,258 | | Basic Weighted-Average Shares | 41,705 | 42,251 | 41,775 | 42,319 | | Dilutive Effect | 133 | 167 | 151 | 215 | | Diluted Weighted-Average Shares | 41,838 | 42,418 | 41,926 | 42,534 | | Basic Net Income Per Share | $2.48 | $2.32 | $4.34 | $4.09 | | Diluted Net Income Per Share | $2.47 | $2.31 | $4.33 | $4.07 | Note 4. Stock-Based Compensation This note describes the company's stock-based compensation plans and the related expense recognized in the financial statements Stock-Based Compensation Expense (in thousands of US dollars) | Period | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :----------------- | :--------------------- | :--------------------- | :--------------------- | :--------------------- | | Stock-Based Compensation Expense | $6,400 | $5,100 | $12,900 | $10,400 | - As of June 30, 2025, total unrecognized stock-based compensation expense was approximately $33.1 million, expected to be recognized over a weighted-average period of 2.3 years[65] - In the first half of 2025, the company granted a total of 117,279 RSUs and PSUs to employees, with an estimated weighted-average fair value of $170.10 per share[63] Note 5. Trade Accounts Receivable, net This note provides a detailed breakdown of trade accounts receivable, net of allowances for doubtful accounts and sales discounts Trade Accounts Receivable, Net Composition (in thousands of US dollars) | Indicator | June 30, 2025 | June 30, 2024 | December 31, 2024 | | :--------------------------- | :------------- | :------------- | :-------------- | | Trade Accounts Receivable | $424,346 | $384,655 | $291,480 | | Allowance for Doubtful Accounts | $(3,837) | $(2,165) | $(2,998) | | Allowance for Sales Discounts and Returns | $(4,583) | $(4,906) | $(4,090) | | Trade Accounts Receivable, Net | $415,926 | $377,584 | $284,392 | Note 6. Inventories This note details the composition of the company's inventories, including raw materials, work-in-process, and finished goods Inventories Composition (in thousands of US dollars) | Indicator | June 30, 2025 | June 30, 2024 | December 31, 2024 | | :----------------- | :------------- | :------------- | :-------------- | | Raw Materials | $170,953 | $145,844 | $207,818 | | Work-in-Process | $59,766 | $56,466 | $57,627 | | Finished Goods | $355,904 | $331,315 | $327,730 | | Total Inventories | $586,623 | $533,625 | $593,175 | Note 7. Derivative Instruments This note describes the company's use of derivative instruments to manage exposure to interest rate and foreign currency risks - As of June 30, 2025, the total notional amounts outstanding for the company's interest rate contracts, cross-currency swap contracts, Euro forward contracts, and net investment hedges were $376.9 million, $395.1 million, $321.7 million, and $557.2 million, respectively[69] - In May 2025, the company entered into a cross-currency swap contract maturing in May 2032 to hedge against adverse foreign exchange rate fluctuations in its European operations, qualifying for net investment hedge accounting[70] Impact of Cash Flow Hedge Accounting on Statements of Earnings and Comprehensive Income (in thousands of US dollars) | Cash Flow Hedge Relationship | Gains (Losses) Recognized in OCI for Six Months Ended June 30, 2025 | Gains (Losses) Recognized in OCI for Six Months Ended June 30, 2024 | Gains (Losses) Reclassified from OCI to Earnings for Six Months Ended June 30, 2025 | Gains (Losses) Reclassified from OCI to Earnings for Six Months Ended June 30, 2024 | | :---------------------- | :----------------------------------- | :----------------------------------- | :--------------------------------------------------- | :--------------------------------------------------- | | Interest Rate Contracts | $(2,124) | $9,173 | $3,917 | $6,235 | | Cross-Currency Contracts | $(49,217) | $16,333 | $1,539 | $2,535 | | Forward Contracts | — | — | $(49,880) | $14,484 | | Total | $(51,341) | $25,506 | $(44,424) | $23,066 | - As of June 30, 2025, the total fair value of the company's derivative instruments included $16.6 million in assets ($14.6 million in other current assets and $2 million in other non-current assets) and $98.5 million in non-current liabilities[74] Note 8. Property, Plant and Equipment, net This note provides a breakdown of the company's property, plant, and equipment, net of accumulated depreciation and amortization Property, Plant and Equipment, Net Composition (in thousands of US dollars) | Indicator | June 30, 2025 | June 30, 2024 | December 31, 2024 | | :--------------------------- | :------------- | :------------- | :-------------- | | Land | $61,349 | $61,305 | $61,054 | | Buildings and Site Improvements | $256,412 | $244,450 | $246,138 | | Leasehold Improvements | $13,422 | $9,712 | $11,313 | | Machinery and Equipment | $601,552 | $537,935 | $567,322 | | Less: Accumulated Depreciation and Amortization | $(549,913) | $(497,400) | $(516,320) | | Construction in Progress | $214,714 | $103,295 | $162,148 | | Total | $597,536 | $459,297 | $531,655 | - In January 2025, the company decided to sell undeveloped land in Stockton, California, with a carrying value of approximately $2.4 million, classified as held for sale and expected to be sold in the first quarter of 2026[76] Note 9. Goodwill and Intangible Assets, net This note details the company's goodwill and intangible assets, including their allocation by segment and amortization schedules Goodwill by Segment (in thousands of US dollars) | Segment | June 30, 2025 | June 30, 2024 | December 31, 2024 | | :----------- | :------------- | :------------- | :-------------- | | North America | $134,289 | $109,949 | $134,148 | | Europe | $425,098 | $386,768 | $377,049 | | Asia-Pacific | $1,246 | $1,273 | $1,186 | | Total | $560,633 | $497,990 | $512,383 | - As of June 30, 2025, the weighted-average amortization period for amortizable intangible assets was 7.0 years[80] Estimated Future Amortization of Amortizable Intangible Assets (in thousands of US dollars) | Period | Amount | | :------------------------ | :------- | | Remaining Six Months of 2025 | $13,035 | | 2026 | $25,383 | | 2027 | $25,636 | | 2028 | $25,119 | | 2029 | $24,279 | | 2030 | $23,375 | | Thereafter | $150,468 | | Total | $287,295 | - As of June 30, 2025, indefinite-lived intangible assets (primarily trade names) totaled $112.1 million, compared to $91.6 million and $105.7 million as of June 30, 2024, and December 31, 2024, respectively[81] Note 10. Leases This note provides information on the company's operating lease assets and liabilities, including lease costs and weighted-average lease terms Operating Lease Assets and Liabilities (in thousands of US dollars) | Indicator | June 30, 2025 | June 30, 2024 | December 31, 2024 | | :----------------------- | :------------- | :------------- | :-------------- | | Operating Lease Right-of-Use Assets | $100,649 | $84,305 | $93,933 | | Total Operating Lease Liabilities | $102,698 | $85,896 | $95,599 | Operating Lease Costs (in thousands of US dollars) | Period | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | | :----------------- | :--------------------- | :--------------------- | | Operating Lease Costs | $6,489 | $4,801 | - As of June 30, 2025, the weighted-average remaining lease term was 6.5 years, and the weighted-average discount rate was 5.2%[86] Note 11. Debt This note details the company's debt obligations, including outstanding amounts under credit facilities and compliance with financial covenants - As of June 30, 2025, the company had $376.9 million in outstanding debt (excluding deferred financing costs) under its amended and restated credit agreement[87] - As of June 30, 2025, the company's credit facilities provided a total available borrowing capacity of $456.6 million[88] Remaining Term Loan Facility Maturity Schedule (in thousands of US dollars) | Period | Amount | | :------------------------ | :------- | | Remaining Six Months of 2025 | $11,250 | | 2026 | $22,500 | | 2027 | $343,125 | | Total Loans | $376,875 | - As of June 30, 2025, the company was in compliance with the financial covenants under its amended and restated credit agreement[88] Note 12. Commitments and Contingencies This note outlines the company's commitments and contingent liabilities, including environmental liabilities and legal proceedings - The company's policy for environmental liabilities is to accrue future environmental assessment and remediation costs when information indicates that the company is probably liable for any related claims and assessments, and the amount of liability can be reasonably estimated; the company does not believe any such matters will have a material adverse effect on its financial condition, cash flows, or results of operations[89] - The company is involved in various legal proceedings and other matters arising in the normal course of business from time to time, but currently anticipates no litigation or claims will have a material adverse effect on its financial condition, cash flows, or results of operations[90][91] Note 13. Segment Information This note provides financial information by the company's operating segments: North America, Europe, and Asia-Pacific - The company operates in three reportable segments: North America, Europe, and Asia-Pacific, with segment performance primarily measured by net sales, gross margin, and operating margin[92][93] Net Sales by Segment (in thousands of US dollars) | Segment | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | Year-over-Year Change (%) | | :----------- | :------------- | :------------- | :----------- | | North America | $913,386 | $869,771 | 5.0% | | Europe | $247,258 | $249,814 | (1.0)% | | Asia-Pacific | $9,306 | $7,972 | 16.7% | | Total | $1,169,950 | $1,127,557 | 3.8% | Gross Profit by Segment (in thousands of US dollars) | Segment | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | Year-over-Year Change (%) | | :----------- | :------------- | :------------- | :----------- | | North America | $456,346 | $432,117 | 5.6% | | Europe | $88,297 | $89,761 | (1.6)% | | Asia-Pacific | $3,260 | $2,162 | 50.8% | | Total | $546,490 | $523,101 | 4.5% | Net Sales by Product Group (in thousands of US dollars) | Product Group | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | Year-over-Year Change (%) | | :--------------------------- | :------------- | :------------- | :----------- | | Wood Construction Products | $995,844 | $961,867 | 3.5% | | Concrete Construction Products | $172,087 | $165,177 | 4.2% | | Other | $2,019 | $513 | 293.6% | | Total | $1,169,950 | $1,127,557 | 3.8% | - As of June 30, 2025, $82 million (43.0% of total cash and cash equivalents) of the company's cash and cash equivalents were held in accounts of foreign operating entities outside the United States, which may be subject to additional taxes if repatriated[97] Note 14. Subsequent Events This note discloses significant events that occurred after the balance sheet date but before the financial statements were issued - On July 24, 2025, the Board of Directors declared a quarterly cash dividend of $0.29 per common share, totaling approximately $12.1 million, payable on October 23, 2025[100] - On July 4, 2025, the "One Big Beautiful Bill Act" (OBBBA) was enacted in the United States, including permanent extensions of certain expiring provisions of the Tax Cuts and Jobs Act of 2021, modifications to the international tax framework, and restoration of favorable tax treatment for certain business provisions; the company cannot reasonably estimate the full impact on its consolidated financial statements at this time[101] - In July 2025, the company sold its existing facility in Gallatin, Tennessee, for approximately $18.2 million in net proceeds, expected to generate a $12.9 million gain on the disposal of property, plant, and equipment; the company leased back the facility for approximately five months for temporary transition[102] Item 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations This section provides management's perspective on the company's financial condition and operating performance, including business overview, factors affecting results, segment information, business outlook, and liquidity Overview This section provides a high-level summary of the company's business, strategic initiatives, and recent operational highlights - The company designs, manufactures, and sells high-quality, high-performance, easy-to-use, and cost-effective building products, operating in three geographic regions: North America, Europe, and Asia-Pacific[110] - The company is committed to organic growth by expanding its product lines, leveraging engineering expertise, deep relationships with top builders, engineers, contractors, code officials, and distributors, and continuous testing, research, and innovation[111] - Since 2021, the company has made significant progress on key growth initiatives, including adding approximately $1 billion in revenue and $200 million in operating profit, realigning its sales force, and making significant investments in manufacturing and warehousing facilities, such as the new Gallatin, Tennessee plant[112] - The company expects North American volume growth to outpace the U.S. housing starts market in fiscal year 2025 and beyond[112] - On June 2, 2025, the company increased prices on certain wood connectors, fasteners, and mechanical anchors in the U.S. to partially offset increases in non-material costs such as labor, energy, freight, and equipment[114][116] Non-GAAP Financial Measures This section defines and explains the company's use of non-GAAP financial measures, such as Adjusted EBITDA, for performance evaluation - The company uses Adjusted EBITDA as a non-GAAP financial measure to assess the ongoing operating performance of its business, defined as net income (loss) before income taxes, and adjusted to exclude depreciation and amortization, integration, acquisition, and restructuring costs, non-qualified deferred compensation adjustments, goodwill impairment, bargain purchase gains, net gain or loss on asset disposals, interest income or expense, and foreign exchange and other expenses (income)[117] Factors Affecting Our Results of Operations This section discusses key external and internal factors that could significantly impact the company's financial performance - The company's business, financial condition, and results of operations are highly dependent on U.S. housing starts and residential construction activity, with overall U.S. housing starts declining for the twelve months ended June 30, 2025[118] - The company closely monitors tariff and trade policy actions taken by U.S. and foreign governments, expecting proposed tariffs to primarily impact the North America segment as the company sources fasteners and a small number of other products from tariff-affected countries[120] - The company's sales and revenue have historically been lower in the first and fourth quarters compared to the second and third quarters, but the seasonality of sales is diminishing due to diversification of geographic footprint, product mix, and market paths[121] - Fluctuations in raw material costs, such as steel, can impact inventory levels and potentially negatively affect gross profit and operating margins, depending on the timing of raw material purchases and the ability to raise sales prices to offset cost increases[121][176] Business Segment Information This section provides a detailed analysis of the financial performance and key trends within each of the company's operating segments - North America segment net sales increased in the first half of 2025, primarily due to 2024 acquisitions and price increases effective June 2025, partially offset by lower volumes and negative foreign currency translation impacts; wood construction product net sales grew by 4.6%, and concrete construction product net sales grew by 6.2%[123] - North America segment operating income increased by 4.5% to $241.3 million, primarily due to higher gross profit, partially offset by increased personnel costs and variable compensation[124] - Europe segment net sales decreased by 1.0% in the first half of 2025, primarily due to lower volumes, partially offset by positive foreign currency translation impacts; wood construction product net sales decreased by 0.9%, and concrete construction product net sales decreased by 1.6%[126] - Europe segment operating income increased by $4.6 million, with operating margin rising from 8.2% to 10.1%, primarily due to lower operating and integration expenses[126] - The company expects European performance in 2025 to be impacted by economic headwinds but remains confident in the long-term potential given ongoing housing shortages and new environmental regulations in Europe[126] Business Outlook This section provides the company's forward-looking statements regarding expected financial performance and key operational metrics for the upcoming fiscal year - The company expects a consolidated operating margin between 18.5% and 20.5% for fiscal year 2025, reflecting declining U.S. housing starts and the current trade environment, and including $12 million to $13 million in gains from the sale of its former Gallatin, Tennessee facility[128] - The effective tax rate for fiscal year 2025 is expected to be between 25.5% and 26.5%[128] - Capital expenditures for fiscal year 2025 are projected to be between $140 million and $160 million, with approximately $70 million to $75 million allocated to the Columbus, Ohio facility expansion and the new Gallatin, Tennessee facility construction[128] Results of Operations for the Three Months Ended June 30, 2025, Compared with the Three Months Ended June 30, 2024 This section compares the company's operating results for the three months ended June 30, 2025, against the same period in 2024, highlighting key financial changes - Net sales increased by 5.7% to $631.1 million, with wood construction product sales accounting for 84.9% and concrete construction product sales for 15.0% of total sales[130] - Gross profit increased by 5.7% to $294.5 million, with gross margin remaining flat at 46.7%; wood construction product gross margin decreased from 47.2% to 47.1%, and concrete construction product gross margin decreased from 47.5% to 45.0%[131] - Selling expenses increased by 3.6% to $56.4 million, primarily due to a $1.9 million increase in personnel costs; general and administrative expenses increased by 9.4% to $77.2 million, mainly due to higher variable compensation, personnel costs, and computer and software expenses[132][133] - Consolidated net income was $103.5 million, with diluted earnings per share of $2.47; Adjusted EBITDA increased by 4.8% to $159.9 million[135][136] Net Sales by Segment (in thousands of US dollars) | Segment | Three Months Ended June 30, 2024 | Three Months Ended June 30, 2025 | Increase | Percentage Increase | | :----------- | :--------------------- | :--------------------- | :------- | :----------- | | North America | $463,022 | $492,687 | $29,665 | 6.4% | | Europe | $129,877 | $133,398 | $3,521 | 2.7% | | Asia-Pacific | $4,079 | $4,970 | $891 | 21.8% | | Total | $596,978 | $631,055 | $34,077 | 5.7% | Results of Operations for the Six Months Ended June 30, 2025, Compared with the Six Months Ended June 30, 2024 This section compares the company's operating results for the six months ended June 30, 2025, against the same period in 2024, detailing significant financial performance changes - Net sales increased by 3.8% to $1.17 billion, primarily driven by 2024 acquisitions and price increases effective June 2025, partially offset by an overall decrease in volumes[144] - Gross profit increased by 4.5% to $546.5 million, with gross margin rising from 46.4% to 46.7%, primarily due to lower overall material costs[145] - Research and development and engineering expenses increased by 3.6% to $40.6 million, mainly due to higher computer and software costs; selling expenses increased to $110.6 million, primarily due to higher personnel costs and variable compensation[146][147] - Consolidated net income was $181.4 million, with diluted earnings per share of $4.33; Adjusted EBITDA increased by 4.4% to $281.7 million[150][151] Net Sales by Segment (in thousands of US dollars) | Segment | Six Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Increase (Decrease) | Percentage Increase (Decrease) | | :----------- | :--------------------- | :--------------------- | :--------------- | :----------------------- | | North America | $869,771 | $913,386 | $43,615 | 5.0% | | Europe | $249,814 | $247,258 | $(2,556) | (1.0)% | | Asia-Pacific | $7,972 | $9,306 | $1,334 | 16.7% | | Total | $1,127,557 | $1,169,950 | $42,393 | 3.8% | Effect of New Accounting Standards This section refers to specific notes for information on the impact of recently adopted and unadopted accounting standards - Please refer to "Note 1. Basis of Presentation — Accounting Standards Adopted" and "Note 1. Basis of Presentation — Accounting Standards Not Yet Adopted" for additional information[156] Liquidity and Capital Resources This section discusses the company's ability to generate and manage cash, including sources of liquidity and capital expenditure plans - The company meets its capital requirements through cash flow from operations and credit facilities; as of June 30, 2025, the company had $376.9 million in outstanding debt under its term loan facility, no borrowings under its revolving credit facility, and $450 million in available borrowing capacity[158] - As of June 30, 2025, $82 million (43.0% of total cash and cash equivalents) of the company's cash and cash equivalents were held in accounts of foreign operating entities outside the United States, which may be subject to additional taxes if repatriated[159] - The company believes its cash and cash equivalents balance, cash flow from operations, and credit facilities are sufficient to meet its liquidity and capital needs for the next 12 months and beyond[161] Major Categories of Cash Flows (in thousands of US dollars) | Cash Flow Category | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--------------------------- | :------------- | :------------- | | Net Cash Provided by Operating Activities | $132,778 | $119,086 | | Net Cash Used in Investing Activities | $(90,568) | $(95,686) | | Net Cash Used in Financing Activities | $(95,617) | $(93,113) | - In the first half of 2025, operating activities provided $132.8 million in cash, investing activities used $90.6 million in cash (primarily for facility expansion and machinery and equipment purchases), and financing activities used $95.6 million in cash (primarily for $60 million in stock repurchases and $23.5 million in dividend payments)[163][164][165] - From early 2022 through June 30, 2025, the company returned $447.7 million to shareholders, representing 51.0% of free cash flow from operations during the period, and repurchased over 2 million shares of common stock (approximately 4.8% of shares outstanding at the beginning of 2022)[166] Reconciliation of Non-GAAP Financial Measures This section provides a reconciliation of non-GAAP financial measures, such as Adjusted EBITDA, to the most directly comparable GAAP financial measures Reconciliation of Net Income to Adjusted EBITDA (in thousands of US dollars) | Indicator | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--------------------------------------- | :--------------------- | :--------------------- | :--------------------- | :--------------------- | | Net Income | $103,541 | $97,831 | $181,425 | $173,258 | | Income Tax Provision | $35,914 | $34,859 | $62,510 | $57,847 | | Interest (Income) Expense, Net and Other Financing Costs | $(895) | $(2,092) | $(1,998) | $(2,443) | | Depreciation and Amortization | $20,995 | $19,370 | $40,517 | $38,559 | | Other* | $333 | $2,603 | $(804) | $2,629 | | Adjusted EBITDA | $159,888 | $152,571 | $281,650 | $269,850 | Off-Balance Sheet Arrangements This section discloses any off-balance sheet arrangements that could have a material effect on the company's financial condition - As of June 30, 2025, the company had no off-balance sheet arrangements[169] Item 3 - Quantitative and Qualitative Disclosures about Market Risk This section discloses the market risks the company faces in its ordinary course of business, primarily foreign exchange, interest rate, and commodity price risks, and outlines strategies to manage them Foreign Exchange Risk This section describes the company's exposure to foreign exchange rate fluctuations and its strategies for managing this risk - The company faces foreign exchange rate risk in its international operations and through procurement from foreign suppliers; the company manages transactional risk by entering into foreign currency forward contracts and cross-currency swap contracts to hedge against fluctuations in forecasted foreign currency transactions and cash flows for future periods[171][172] Interest Rate Risk This section discusses the company's exposure to interest rate fluctuations, particularly from floating-rate debt, and its hedging strategies - The company's primary interest rate risk arises from floating-rate borrowings under its credit agreement, with $376.9 million in outstanding debt subject to interest rate fluctuations as of June 30, 2025[173] - The company has entered into interest rate swap agreements to convert floating interest rates on outstanding balances under its credit agreement to fixed rates, eliminating cash flow variability associated with floating-rate borrowings, and designated them as cash flow hedges[174][175] Commodity Price Risk This section addresses the company's exposure to commodity price fluctuations, particularly for steel, and its approach to managing this risk - The company faces market risk in procuring steel, a significant raw material; steel prices stabilized in late 2024 but increased again in the latter half of the first half of 2025; the company does not use any derivative or hedging instruments to manage steel price risk and has historically mitigated cost increases through price adjustments, though future success in mitigating these costs is uncertain[176] Item 4 - Controls and Procedures This section confirms the effectiveness of the company's disclosure controls and procedures and states that no significant changes in internal control occurred during the reporting period Disclosure Controls and Procedures This section confirms the effectiveness of the company's disclosure controls and procedures as assessed by management - As of June 30, 2025, the company's Chief Executive Officer and Chief Financial Officer evaluated and concluded that the company's disclosure controls and procedures were effective at a reasonable assurance level[177] Changes in Internal Control over Financial Reporting This section reports on any changes in the company's internal control over financial reporting during the reporting period - For the three months ended June 30, 2025, management's assessment found no changes that materially affected, or are reasonably likely to materially affect, the company's internal control over financial reporting[179] Part II - Other Information This section contains additional information not covered in Part I, including legal proceedings, risk factors, equity security sales, and exhibits Item 1 - Legal Proceedings This section discloses legal proceedings involving the company in the normal course of business, stating no current litigation is expected to have a material adverse effect - The company is involved in various legal proceedings and other matters arising in the normal course of business from time to time[180] - The company currently anticipates no legal proceedings that will have a material adverse effect on its financial condition, cash flows, or results of operations[181] Item 1A - Risk Factors This section states that there have been no material changes to risk factors since the company's last annual report, nor have any new risk factors been identified - There have been no material changes to the company's risk factors since the filing of its Form 10-K annual report for the year ended December 31, 2024, nor have any new risk factors been identified[182] Item 2 - Unregistered Sales of Equity Securities and Use of Proceeds This section reports on the company's common stock repurchases during the second quarter of 2025, including quantities, average prices, and remaining repurchase authorization Common Stock Repurchases in Q2 2025 (in thousands of US dollars) | Period | Total Number of Shares Repurchased | Average Price Paid Per Share | Total Number of Shares Repurchased as Part of Publicly Announced Plans or Programs | Approximate Dollar Value of Shares that May Yet Be Repurchased Under the Plans or Programs | | :----------------------- | :------------- | :--------------- | :------------------------------------------- | :----------------------------------- | | April 1 - April 30, 2025 | — | $— | — | $75,000 | | May 1 - May 31, 2025 | 154,323 | $162.08 | 154,242 | $50,000 | | June 1 - June 30, 2025 | 62,403 | $160.25 | 62,403 | $40,000 | | Total | 216,726 | | | | - On October 23, 2024, the Board of Directors authorized the company to repurchase up to $100 million of its common stock between January 1, 2025, and December 31, 2025[184] Item 3 - Defaults Upon Senior Securities This section states that the company has not experienced any defaults upon senior securities - No defaults upon senior securities[185] Item 4 - Mine Safety Disclosures This section states that mine safety disclosures are not applicable to the company - Not applicable[186] Item 5 - Other Information This section states that no Rule 10b5-1 or non-Rule 10b5-1 trading arrangements were adopted, modified, or terminated by company directors or officers during the fiscal quarter ended June 30, 2024 - During the fiscal quarter ended June 30, 2024, no Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements were adopted, modified, or terminated by the company's directors or officers[187] Item 6 - Exhibits This section lists the exhibits filed as part of the Form 10-Q report, including articles of incorporation, certifications, and XBRL data files - Exhibits include the company's articles of incorporation, amended and restated bylaws, certifications from the Chief Executive Officer and Chief Financial Officer, and XBRL instance documents[188][191]