Federal Signal (FSS) - 2025 Q4 - Annual Report

Financial Performance - Net sales for the year ended December 31, 2025 were $2.18 billion, an increase of $319 million, or 17%, from the previous year[127]. - Operating income for the year ended December 31, 2025 was $340.9 million, an increase of $59.5 million, or 21%, from the previous year[127]. - Adjusted EBITDA for the year ended December 31, 2025 was $438.9 million, an increase of $88.3 million, or 25%, from the previous year[127]. - The company achieved a 17% net sales growth in 2025, driven by strong demand for its products and services[126]. - Environmental Solutions Group net sales increased by $280.4 million, or 18%, to $1,837.5 million for the year ended December 31, 2025, compared to $1,557.1 million in 2024[145]. - Safety and Security Systems Group net sales increased by $38.6 million, or 13%, to $343.0 million for the year ended December 31, 2025[152]. - Net income for the year ended December 31, 2025 was $246.6 million, an increase of $30.3 million, or 14%, from the previous year[129]. - Adjusted EBITDA margin for the year ended December 31, 2025 was 20.1%, up from 18.8% in the previous year[140]. Acquisitions and Growth Strategy - In 2025, the Company completed several acquisitions, including Waterblasting, LLC and Scranton Manufacturing Company LLC, enhancing its Environmental Solutions segment[20]. - The company completed 15 acquisitions since 2016, including Hog, New Way, and Kinloch[128]. - Future acquisitions are part of the company's long-term strategy, but there are risks associated with identifying suitable targets and obtaining financing[75]. - Acquisitions may not achieve anticipated revenue and cost benefits, potentially negatively impacting earnings and operational results[76]. - The company may assume unknown liabilities during acquisitions, which could lead to unexpected costs and regulatory exposure[77]. Operational Insights - The Company operates 26 principal manufacturing facilities across five countries, providing products and integrated solutions globally[17]. - The Environmental Solutions Group manufactures a wide range of products, including street sweepers and sewer cleaners, with significant brand recognition in the U.S. market[21]. - Approximately 60% of the Company's workforce of 5,800 employees are U.S. hourly workers, with 8% represented by unions as of December 31, 2025[36]. - The company operates 26 manufacturing facilities across five countries, with approximately 3.0 million square feet dedicated to manufacturing[107]. - The company has established strategic supplier arrangements to mitigate risks related to the availability and pricing of raw materials[29]. Market and Economic Conditions - In 2025, approximately 79% of the company's net sales were generated in the U.S., indicating a heavy reliance on the U.S. economy and municipal government spending[58]. - The company expects a significant portion of its net sales to come from international sales, with 21% of net sales in 2025 attributed to customers outside the U.S.[60]. - Economic downturns may lead to tighter credit markets, adversely affecting customers' ability to secure financing for purchases, potentially resulting in decreased demand for the company's products[64]. - The company operates in highly competitive markets, with competitors having greater financial resources, which may lead to price discounting and margin pressures[65]. - Supply chain disruptions, including shortages in trucking and labor availability, have contributed to delays in receiving manufacturing components and increased transportation costs[69]. Financial Management and Debt - The Company has access to a total principal amount of up to $1.5 billion under the 2025 Credit Agreement, which includes a revolving credit facility of up to $1.1 billion and a term loan facility of up to $400 million[166]. - As of December 31, 2025, the Company had $164.0 million drawn on the Revolver and $400.0 million outstanding under the Term Loan, with $925.3 million of net availability for borrowings[174]. - The Company is subject to financial covenants under the 2025 Credit Agreement, including a net leverage ratio not to exceed 2.75 to 1.00, which it was in compliance with as of December 31, 2025[169]. - The weighted average interest rate on long-term borrowings was 4.8% as of December 31, 2025, which may impact future financing costs[174]. - The Company incurred $4.4 million in new debt issuance costs related to the 2025 Credit Agreement, indicating ongoing investment in financing strategies[173]. Risk Management - The company has experienced high levels of inflation, which could negatively impact expenses such as employee compensation and supply costs[63]. - The company faces risks related to cybersecurity threats, which could compromise sensitive information and adversely affect financial condition and operations[87][89]. - The company is monitoring the impact of the OECD's Pillar Two model rules, which introduce a global minimum corporate tax of 15% effective in certain countries in 2024[58]. - Compliance with environmental regulations is not expected to have a material adverse effect on the company's financial position or cash flow[49]. - The company may increase inventory levels and purchase commitments to mitigate supply chain risks, although there is no assurance that these plans will prevent disruptions[70]. Employee and Workplace Safety - The company emphasizes a holistic total rewards strategy to attract and retain talent, including competitive compensation and benefits[37]. - The company has established a Safety Council to focus on workplace safety, aiming for zero workplace injuries[48]. - The ability to attract and retain key personnel is critical for operational effectiveness, and competition for skilled labor has increased, potentially impacting profit margins[82][83]. Future Outlook and Commitments - The Company anticipates capital expenditures for 2026 to be between $45 million and $55 million, indicating a focus on maintaining operational and financial commitments[177]. - The Company expects to contribute up to $4.6 million to its U.S. defined benefit pension plan in 2026, reflecting ongoing commitments to employee benefits[180]. - Total contractual obligations as of December 31, 2025, amounted to $1,041.9 million, indicating significant future financial commitments[178].