PART I Business Alamo Group is a global leader in vegetation management and infrastructure equipment, growing through innovation, cost control, and strategic acquisitions - The company operates 29 plants and employs approximately 4,350 people globally13 - Operations realigned into Vegetation Management and Industrial Equipment Divisions in 2021 for synergy34 - Growth strategy includes acquisitions, with Royal Truck & Equipment, Inc. acquired in 2023 for highway safety expansion1231 Replacement Parts Sales Contribution | Year | Percentage of Total Sales | | :--- | :--- | | 2023 | ~17% | | 2022 | ~19% | | 2021 | ~20% | Research & Development Expenditure | Year | Amount (USD Million) | % of Sales | | :--- | :--- | :--- | | 2023 | $13.4 | 0.8% | | 2022 | $14.3 | 0.9% | | 2021 | $11.7 | 0.9% | - Backlog decreased from $1.0 billion at the end of 2022 to $859.8 million at the end of 202359 Risk Factors The company faces material risks from economic downturns, supply chain disruptions, labor shortages, cybersecurity threats, and regulatory changes - Revenue sensitivity to governmental spending due to substantial reliance on public sector customers100 - Dependence on raw material prices and availability, with supply chain disruptions impacting profitability97 - Heavy reliance on IT systems exposes the company to significant cybersecurity threats and potential financial loss104105 - Acquisition-driven growth carries risks in target identification, financing, and successful integration for synergy realization115117 - Stricter engine emission regulations, like EPA Tier 4 and CARB, may impact product sales or raise compliance costs126 Unresolved Staff Comments The company reports no unresolved staff comments from the Securities and Exchange Commission - No unresolved staff comments to report145 Cybersecurity The company's cybersecurity program, based on CIS and NIST, is overseen by the Audit Committee, with no material incidents to date - Cybersecurity framework based on CIS Critical Security Controls, guided by NIST and CISA147 - Audit Committee oversees cybersecurity risks, receiving regular updates and assessments150 - No identified cybersecurity risks or incidents have materially affected the company's business or financial condition to date149 Properties Alamo Group operates 29 manufacturing plants globally, with 82% owned and considered well-maintained and adequate Manufacturing Plant Locations | Region | Number of Plants | | :--- | :--- | | United States | 17 | | Europe | 8 | | Canada | 3 | | Brazil | 1 | - Approximately 82% of the company's manufacturing, warehouse, and office space is owned157 Legal Proceedings The company faces ordinary course legal actions, primarily product liability claims, which are insured and not expected to be material - Most prevalent legal actions are product liability claims, generally covered by insurance after self-insured retention158 - Management does not expect current litigation to materially affect the company's financial position158 Mine Safety Disclosures This item is not applicable to the company - Not applicable158 PART II Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Alamo Group's common stock (ALG) trades on NYSE, increased quarterly dividend to $0.26, and outperformed key indices - Common stock trades on NYSE under symbol ALG159 - Quarterly dividend increased from $0.22 to $0.26 per share on January 2, 2024140160 Five-Year Cumulative Total Return Comparison | Company/Index | 12/31/18 | 12/31/23 | Cumulative Return | | :--- | :--- | :--- | :--- | | Alamo Group Inc. | $100.00 | $278.40 | +178.4% | | S&P SmallCap 600 | $100.00 | $168.73 | +68.7% | | S&P 500 Industrials | $100.00 | $194.31 | +94.3% | Management's Discussion and Analysis of Financial Condition and Results of Operations Alamo Group achieved record net sales and income in 2023, driven by demand and improved supply, despite a backlog decrease - 2023 was a record year with a 12% increase in net sales and 34% increase in net income compared to 2022167 Key Financial Metrics (as % of Net Sales) | Metric | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | | Gross Profit | 26.8% | 24.9% | 25.1% | | Income from Operations | 11.7% | 9.8% | 8.8% | | Net Income | 8.1% | 6.7% | 6.0% | Net Sales by Division (in thousands) | Division | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | | Vegetation Management | $979,040 | $937,065 | $812,676 | | Industrial Equipment | $710,611 | $576,551 | $521,547 | | Total Net Sales | $1,689,651 | $1,513,616 | $1,334,223 | - Backlog decreased 15% from $1.0 billion in 2022 to $859.8 million in 2023 due to order normalization170 - Net cash from operating activities significantly increased to $131.2 million in 2023 from $14.5 million in 2022189 Results of Operations In 2023, net sales rose 11.6% to $1.69 billion, with gross profit margin improving to 26.8% and net income increasing 33.7% - In 2023, net sales increased by $176.1 million (11.6%) due to strong demand, pricing, and supply chain improvements175 - Gross profit margin improved from 24.9% in 2022 to 26.8% in 2023 due to volume, operations, and pricing177 - Interest expense increased 81.7% in 2023 to $26.1 million, primarily due to higher interest rates179 Liquidity and Capital Resources Liquidity is strong with working capital at $590.0 million and operating cash flow at $131.2 million, supported by a $655.0 million credit facility - Working capital increased by $53.3 million to $590.0 million by year-end 2023, driven by receivables and inventory189 - A $655.0 million credit facility, comprising a $255.0 million Term Facility and $400.0 million Revolver Facility, was established in October 2022192 - As of December 31, 2023, $235.2 million was outstanding on the Term Facility, with $397.4 million available on the Revolver Facility193 Quantitative and Qualitative Disclosures about Market Risk The company faces market risks from foreign currency fluctuations and variable interest rates, partially mitigated by forward contracts - A hypothetical 10% USD strengthening would decrease gross profit by approximately $12.5 million207 - A hypothetical 200 basis point (2%) interest rate change would alter 2023 interest expense by approximately $7.0 million208 Financial Statements and Supplementary Data Consolidated financial statements and supplementary data, audited by KPMG LLP, are incorporated by reference from pages 49-79 - Financial statements and supplementary data are incorporated by reference from pages 49-79209 Controls and Procedures Management concluded disclosure controls were effective, with no material changes to internal controls identified in Q4 - Management concluded disclosure controls and procedures were effective at period-end209 - Internal control over financial reporting effectiveness as of December 31, 2023, audited by KPMG LLP210 PART III Directors, Compensation, Security Ownership, and Accountant Fees Items 10-14, covering directors, compensation, security ownership, and accountant fees, are incorporated by reference from the 2024 proxy statement - Information on Directors, Executive Officers, and Corporate Governance (Item 10) incorporated by reference from 2024 proxy statement213 - Executive Compensation details (Item 11) incorporated by reference from 2024 proxy statement216 - Security ownership (Item 12) and equity compensation plan details incorporated by reference from 2024 proxy statement217 - Principal Accountant Fees and Services (Item 14) for KPMG LLP incorporated by reference from 2024 proxy statement221 PART IV Exhibits and Financial Statement Schedules This section indexes consolidated financial statements and lists all exhibits, including governance documents and material contracts - Provides an index to Consolidated Financial Statements, starting on page 44224 - Lists filed exhibits, including governance documents, material contracts, and executive compensation plans227
Alamo (ALG) - 2023 Q4 - Annual Report