
PART I – FINANCIAL INFORMATION Financial Statements Unaudited consolidated financial statements show Q2 net sales decreased to $127.4 million but net earnings increased to $6.9 million, with H1 sales and earnings declining year-over-year Consolidated Statements of Operations and Comprehensive Income Consolidated Statements of Operations Highlights (In thousands, except per share amounts) | Metric | Three Months Ended Mar 30, 2024 | Three Months Ended Apr 1, 2023 | Six Months Ended Mar 30, 2024 | Six Months Ended Apr 1, 2023 | | :--- | :--- | :--- | :--- | :--- | | Net sales | $127,394 | $159,051 | $249,119 | $325,950 | | Gross profit | $15,715 | $13,262 | $21,985 | $31,048 | | Net earnings | $6,939 | $5,101 | $8,071 | $16,224 | | Diluted EPS | $0.35 | $0.26 | $0.41 | $0.83 | Consolidated Balance Sheets Consolidated Balance Sheet Highlights (In thousands) | Account | March 30, 2024 | September 30, 2023 | | :--- | :--- | :--- | | Cash and cash equivalents | $83,945 | $125,670 | | Total current assets | $239,699 | $298,853 | | Total assets | $397,227 | $447,513 | | Total current liabilities | $33,384 | $46,155 | | Total shareholders' equity | $340,621 | $381,505 | Consolidated Statements of Cash Flows Consolidated Statements of Cash Flows Highlights (In thousands) | Cash Flow Activity | Six Months Ended Mar 30, 2024 | Six Months Ended Apr 1, 2023 | | :--- | :--- | :--- | | Net cash provided by operating activities | $23,211 | $79,571 | | Net cash used for investing activities | $(14,586) | $(5,464) | | Net cash used for financing activities | $(50,350) | $(42,267) | | Net (decrease) increase in cash | $(41,725) | $31,840 | Consolidated Statements of Shareholders' Equity - Total shareholders' equity decreased from $381.5 million at September 30, 2023, to $340.6 million at March 30, 2024, primarily due to $49.8 million in cash dividends declared21 Notes to Consolidated Financial Statements Detailed notes disclose accounting policies, revenue recognition, fair value measurements, stock-based compensation, debt facilities, and share repurchases Net Sales by Product Line (In thousands) | Product Line | Three Months Ended Mar 30, 2024 | Three Months Ended Apr 1, 2023 | Six Months Ended Mar 30, 2024 | Six Months Ended Apr 1, 2023 | | :--- | :--- | :--- | :--- | :--- | | Welded wire reinforcement | $69,750 | $91,378 | $138,552 | $187,346 | | Prestressed concrete strand | $57,644 | $67,673 | $110,567 | $138,604 | | Total | $127,394 | $159,051 | $249,119 | $325,950 | - The company has a $100.0 million revolving credit facility maturing on March 15, 2028, with no outstanding borrowings and $98.5 million available capacity as of March 30, 202450 - During the six months ended March 30, 2024, the company repurchased $842,000 (27,935 shares) of its common stock, with $20.4 million remaining for future repurchases56 - The company operates as a single reportable segment, focused on manufacturing and marketing steel wire reinforcing products for concrete construction58 Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses financial results, liquidity, and outlook, noting Q2 net sales decreased but gross profit increased, a strong balance sheet, and a positive H2 outlook Results of Operations Q2 2024 net sales decreased 19.9% to $127.4 million due to lower prices and shipments, while gross profit rose 18.5% to $15.7 million from higher spreads Q2 Fiscal 2024 vs Q2 Fiscal 2023 Performance (Dollars in thousands) | Metric | Q2 2024 | Q2 2023 | Change | Reason for Change | | :--- | :--- | :--- | :--- | :--- | | Net Sales | $127,394 | $159,051 | (19.9%) | 17.3% decrease in avg. selling prices and 3.2% decline in shipments | | Gross Profit | $15,715 | $13,262 | 18.5% | Higher spreads between selling prices and raw material costs | | Net Earnings | $6,939 | $5,101 | 36.0% | Increased gross profit and interest income, partially offset by higher SG&A | H1 Fiscal 2024 vs H1 Fiscal 2023 Performance (Dollars in thousands) | Metric | H1 2024 | H1 2023 | Change | Reason for Change | | :--- | :--- | :--- | :--- | :--- | | Net Sales | $249,119 | $325,950 | (23.6%) | 22.4% decrease in avg. selling prices and 1.6% decline in shipments | | Gross Profit | $21,985 | $31,048 | (29.2%) | Lower spreads, higher manufacturing costs, and decreased shipments | | Net Earnings | $8,071 | $16,224 | (50.3%) | Decreased gross profit and other income, partially offset by lower SG&A | Liquidity and Capital Resources Liquidity remains strong with no debt, despite H1 2024 net cash from operations decreasing to $23.2 million, and $50.4 million used for financing, primarily dividends Cash Flow Summary (Six Months Ended, in thousands) | Activity | March 30, 2024 | April 1, 2023 | | :--- | :--- | :--- | | Net cash provided by operating activities | $23,211 | $79,571 | | Net cash used for investing activities | $(14,586) | $(5,464) | | Net cash used for financing activities | $(50,350) | $(42,267) | - Financing activities in H1 2024 included $49.8 million in dividend payments, comprising a $48.6 million special dividend and $1.2 million in regular dividends87 - Capital expenditures for fiscal 2024 are projected to be up to approximately $30.0 million, targeting cost/productivity initiatives, facility modernization, and growth85 Outlook Management anticipates positive H2 momentum from seasonal construction, a stable macroeconomic environment, and federal infrastructure spending, while focusing on expense management and acquisitions - The company anticipates growing momentum driven by a seasonal upturn in construction activity and stronger market fundamentals97 - The outlook for infrastructure construction is favorable, with federal spending from the Infrastructure Investment and Jobs Act expected to increase demand97 - Strategic focus remains on managing expenses, improving productivity, and pursuing opportunistic acquisitions to expand market penetration or footprint98 Quantitative and Qualitative Disclosures About Market Risk Primary market risk is hot-rolled carbon steel wire rod price fluctuation, with a 10% increase potentially reducing H1 pre-tax earnings by $15.3 million - The company's most significant market risk is commodity price fluctuation for hot-rolled carbon steel wire rod100 - A 10% increase in wire rod price would have resulted in a $15.3 million decrease in pre-tax earnings for H1 2024, assuming constant selling prices100 Controls and Procedures Management concluded disclosure controls and procedures were effective as of March 30, 2024, with no material changes to internal control over financial reporting - The principal executive officer and principal financial officer concluded that the company's disclosure controls and procedures were effective as of March 30, 2024103 - No material changes in internal control over financial reporting occurred during the quarter104 PART II – OTHER INFORMATION Legal Proceedings The company is involved in ordinary course legal matters, not expecting a material adverse effect on its financial position or results - The company does not anticipate that the ultimate costs to resolve ordinary course lawsuits, claims, and investigations will have a material adverse effect on its financial condition or results106 Risk Factors No material changes occurred to the risk factors previously disclosed in the 2023 Annual Report on Form 10-K - No material changes to the risk factors set forth in the 2023 Annual Report occurred during the quarter ended March 30, 2024107 Unregistered Sales of Equity Securities and Use of Proceeds This section details common stock repurchases during Q2 fiscal 2024, totaling 8,859 shares for approximately $303,000 under existing authorization Common Stock Repurchases (Q2 2024) | Period | Total Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | Dec 31, 2023 - Feb 3, 2024 | 3,500 | $33.86 | | Feb 4, 2024 - Mar 2, 2024 | 4,685 | $34.33 | | Mar 3, 2024 - Mar 30, 2024 | 674 | $34.46 | | Total | 8,859 | N/A | - As of quarter-end, approximately $20.4 million remained available for future repurchases under the $25.0 million share repurchase authorization from November 2008109 Other Information No directors or officers adopted or terminated Rule 10b5-1 or non-Rule 10b5-1 trading arrangements during the fiscal quarter ended March 30, 2024 - No directors or officers adopted or terminated a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement during the quarter110 Exhibits This section lists exhibits filed with the Form 10-Q, including CEO and CFO certifications and financial statements in iXBRL format - Exhibits filed include CEO and CFO certifications under Sarbanes-Oxley Sections 302 and 906, and financial data in iXBRL format113