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FRANKLIN ELECTRIC CO INC

For the period ended Mar 31, 2025. Filed May 1, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2025 · Filed May 1, 2025

FELE$94.17-1.8%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-09-30; filed 2024-10-31.

0000038725-24-000167

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-03-31; filed 2025-05-01.

0000038725-25-000084

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 60 previous paragraphs and 61 current paragraphs.

27 unchanged; 19 reworded; 15 added; 14 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 7 previous and 4 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (15)

Current report

Refer to the Company's Annual Report on Form 10-K for the year ended December 31, 2024 for management’s discussion and analysis of its financial condition and results of operations. The following is management’s discussion and analysis of the Company's financial condition and results of operations for the three months ended March 31, 2025 and 2024.

Current report

In the first quarter of 2025, the Company acquired Barnes de Colombia S.A. (Barnes), a leading manufacturer and distributor of industrial and commercial pumps based in Colombia. Also in the first quarter of 2025, the Company acquired PumpEng Pty Ltd ("PumpEng"), an Australia-based company that specializes in the design, manufacture and service of submersible pumps for the mining sector. Acquisitions contributed approximately $5.7 million of incremental net sales in the first quarter of 2025. Refer to Note 2 in Item 1 of this Quarterly Report on Form 10-Q for additional information on the Barnes and PumpEng acquisitions.

Current report

The impact that the imposition of tariffs and changes to global trade policies will have on the Company's consolidated results of operations is uncertain. The Company expects tariffs on goods imported into the U.S. from Canada, Mexico, and China, and other countries upon which tariffs may be imposed, to continue to be met with retaliatory tariffs from those countries which would impact the Company's consolidated results of operations. The extent and duration of tariffs and the resulting impact on macroeconomic conditions and on the Company's business are uncertain and may depend on various factors, including negotiations between the U.S. and affected countries, retaliation imposed by other countries, tariff exemptions, negative sentiment toward U.S. companies and products, and availability of lower cost inputs that may be sourced domestically. The Company will continue to evaluate the nature and extent of the impact to its business and consolidated results of operations.

Current report

Energy Systems net sales increased 8 percent in the first quarter of 2025, as compared to the prior-year period. The sales increase was primarily due to price realization and favorable volumes.

Current report

Energy Systems net sales in the U.S. and Canada increased 10 percent in the first quarter of 2025, as compared to the prior-year period due to higher sales of fuel pumping systems and piping. Outside the U.S. and Canada, Energy Systems net sales decreased 6 percent in the first quarter of 2025, as compared to the prior-year period primarily due to lower sales in Latin America.

Current report

Distribution net sales decreased 3 percent in the first quarter of 2025, as compared to the prior-year period. The Distribution segment sales decreased due to lower volumes and the negative impact of commodity pricing declines.

Current report

Operating income decreased 8 percent in the first quarter of 2025, as compared to the prior-year period.

Current report

Water Systems operating income in the first quarter of 2025 was $43.4 million, a decrease of $3.7 million as compared to the prior-year period. The first quarter operating income margin was 15.1 percent, a decrease of 130 basis points from 16.4 percent in the first quarter of 2024. The decrease in operating income and margin was primarily due to incremental expenses associated with recent acquisitions.

Current report

Distribution operating income in the first quarter of 2025 was $2.1 million, an increase of $0.3 million as compared to the prior-year period. The first quarter operating income margin was 1.5 percent, an increase of 30 basis points from 1.2 percent in the first quarter of 2024. Operating income and operating income margin increased in the first quarter of 2025 primarily due to reduced SG&A expenses as a result of cost actions implemented in 2024 to improve the performance of the segment.

Current report

The provision for income taxes in the first quarters of 2025 and 2024 was $10.5 million and $9.2 million, respectively. The effective tax rate for the first quarters of 2025 and 2024 was 25.0 percent and 21.8 percent, respectively. The increase in the effective tax rate was due to an increase in foreign earnings taxed at rates higher than the U.S. statutory rate, a decreased benefit in the U.S. foreign-derived intangible income (FDII) provision related to a prior year prepayment of inventory from foreign subsidiaries, and less favorable discrete events in 2025, primarily related to excess tax benefits from share-based compensation.

Current report

Net income in the first quarters of 2025 and 2024 was $31.4 million and $33.1 million, respectively. Net income attributable to Franklin Electric Co., Inc. in the first quarters of 2025 and 2024 was $31.0 million and $33.0 million, respectively, or $0.67 and $0.70 per diluted share.
Removed paragraphs (14)

Previous report

Fueling Systems net sales decreased 10 percent in the third quarter and 11 percent in the first nine months of 2024, as compared to the prior-year periods. These sales declines were primarily due to lower volumes.

Previous report

Fueling Systems net sales in the U.S. and Canada decreased 4 percent in the third quarter and 6 percent in the first nine months of 2024, as compared to the prior-year periods. Outside the U.S. and Canada, Fueling Systems net sales decreased 22 percent in both the third quarter and first nine months of 2024, as compared to the prior-year periods. The decreases were across all product lines.

Previous report

Distribution net sales increased 1 percent in both the third quarter and first nine months of 2024, as compared to the prior-year periods. The Distribution segment sales increased due to the incremental sales impact from a recent acquisition which favorably impacted net sales by 2 percent in the third quarter and first nine months of 2024, partially offset by the negative impact of commodity pricing declines and unfavorable weather.

Previous report

Restructuring expenses were $0.1 million in the third quarter and first nine months of 2024, respectively, and $0.5 million and $0.7 million in the third quarter and first nine months of 2023, respectively. Restructuring expenses were primarily from continued miscellaneous manufacturing realignment activities, branch closings and consolidations.

Previous report

Operating income decreased 6 percent and 5 percent in the third quarter and first nine months of 2024, as compared to the prior-year periods.

Previous report

Fueling Systems operating income in the third quarter and first nine months of 2024 was $24.1 million and $68.9 million, respectively, decreases of $1.7 million and $4.4 million, respectively, as compared to the prior-year periods. The decreases were primarily due to lower sales. The third quarter operating income margin was 34.6 percent, an increase of 140 basis points from 33.2 percent in the third quarter of 2023. The first nine months of 2024 operating income margin was 33.6 percent, an increase of 180 basis points from 31.8 percent in the first nine months of 2023. Operating income margin increased primarily due to price realization and cost management.

Previous report

Distribution operating income in the third quarter and first nine months of 2024 was $12.2 million and $23.8 million, respectively, an increase of $1.5 million and a decrease of $9.4 million, respectively, as compared to the prior-year periods. The third quarter operating income margin was 6.4 percent, an increase of 70 basis points from 5.7 percent in the third quarter of 2023. The first nine months of 2024 operating income margin was 4.5 percent, a decrease of 180 basis points from 6.3 percent in the first nine months of 2023. Operating income and operating income margin increased in the third quarter of 2024 primarily due to the incremental impact from a recent acquisition. Operating income and operating income margin decreased in the first nine months of 2024 primarily due to the negative impact on sales from wet weather across much of the United States, decreases in pricing of commodity-based products sold through the business and increased SG&A costs.

Previous report

The provision for income taxes in the third quarter and first nine months of 2024 was $17.0 million and $43.8 million, respectively, and $14.7 million and $39.2 million in the third quarter and first nine months of 2023, respectively. The effective tax rate for the third quarter and first nine months of 2024 was 23.6 percent and 22.9 percent, respectively, and 20.2 percent and 20.1 percent in the third quarter and first nine months of 2023, respectively. The increase in the effective tax rates for the third quarter and first nine months of 2024 compared to the comparable periods in the prior year was a result of less favorable discrete events in 2024, primarily related to excess tax benefits from share-based compensation, in addition to an increase in the rate on foreign earnings with the implementation of the European Union’s Pillar Two Directive in 2024.

Previous report

Net income in the third quarter and first nine months of 2024 was $54.9 million and $147.3 million, respectively, and $58.2 million and $155.9 million in the third quarter and first nine months of 2023, respectively. Net income attributable to Franklin Electric Co., Inc. in the third quarter and first nine months of 2024 was $54.6 million and $146.7 million, respectively, or $1.17 and $3.14 per diluted share. Net income attributable to Franklin Electric Co., Inc. in the third quarter and first nine months of 2023 was $57.8 million and $154.7 million, respectively, or $1.23 and $3.29 per diluted share.
Reworded paragraphs (19)

Previous wording

Net sales in the third quarter and first nine months of 2024 decreased 1 percent and 4 percent, respectively, from the prior-year periods. The sales decreases in the third quarter and first nine months of 2024 were primarily due to lower volumes and the negative impact of foreign currency translation, partially offset by price realization and the incremental sales impact from recent acquisitions. The Company's consolidated gross profit was $189.7 million and $553.0 million, respectively, for the third quarter and first nine months of 2024, increases of $3.4 million and $16.0 million, respectively, from the prior-year periods. Diluted earnings per share was $1.17 and $3.14, respectively, for the third quarter and first nine months of 2024, decreases of $0.06 and $0.15, respectively, from the prior-year periods.

Current wording

Net sales in the first quarter of 2025 decreased 1 percent from the prior-year period. The sales decrease was primarily due to lower volumes and the negative impact of foreign currency translation, partially offset by price realization and the incremental sales impact from recent acquisitions. The Company's consolidated gross profit was $163.9 million for the first quarter of 2025, an increase of $0.3 million from the prior-year period. Diluted earnings per share was $0.67 for the first quarter of 2025, a decrease of $0.03 from the prior-year period.

Previous wording

Net sales in the third quarter and first nine months of 2024 were $531.4 million and $1.5 billion, respectively, and decreased 1 percent and 4 percent as compared to the prior-year periods. Sales were negatively impacted by changes in foreign exchange rates, principally due to the strengthening of the U.S. Dollar relative to the Argentine Peso and Turkish Lira. However, the Company increases prices in the local currency to offset the impact of currency devaluation in the Argentina and Turkey hyperinflationary economies. As a result, the net negative impact of foreign currency exchange rates on net sales was 1 percent in the third quarter and first nine months of 2024 compared to the same periods in the prior year.

Current wording

Net sales in the first quarter of 2025 were $455.2 million and decreased 1 percent as compared to the prior-year period. Sales were negatively impacted by changes in foreign exchange rates, partly due to the strengthening of the U.S. Dollar relative to the Argentine Peso and Turkish Lira. However, the Company increases prices in the local currency to offset the impact of currency devaluation in the Argentina and Turkey hyperinflationary economies. The Company's results in the first quarter of 2025 were also negatively impacted by the strengthening of the U.S. Dollar relative to the Brazilian Real and Canadian Dollar. As a result, the net negative impact of foreign currency exchange rates on net sales was 2 percent in the first quarter of 2025 compared to the same period in the prior year.

Previous wording

Water Systems net sales increased 2 percent in the third quarter but decreased 2 percent in the first nine months of 2024, as compared to the prior-year periods. The sales growth in the third quarter was primarily due to higher volumes and price realization. The sales decline in the first nine months of 2024 was primarily due to lower volumes, which decreased due to weaker end market demand for large dewatering equipment. Sales decreased 2 percent in the third quarter and 1 percent in the first nine months of 2024 due to the negative impact from foreign exchange rates, as compared to prior-year periods. The incremental sales impact from a recent acquisition favorably impacted sales 2 percent in the third quarter and first nine months of 2024.

Current wording

Water Systems net sales increased less than 1 percent in the first quarter, as compared to the prior-year period. The sales growth in the first quarter was due to the incremental sales impact from recent acquisitions of approximately 2 percent and price realization. Sales decreased 3 percent in the first quarter of 2025 due to the negative impact from foreign exchange rates, as compared to prior-year period.

Previous wording

Water Systems net sales in the U.S. and Canada increased 1 percent in the third quarter but decreased 5 percent in the first nine months of 2024, as compared to the prior-year periods. In the third quarter of 2024, sales of groundwater pumping equipment increased 13 percent, sales of water treatment products increased 9 percent, and the sales of all other surface pumping equipment increased 5 percent compared to 2023. Partially offsetting the increase, sales of large dewatering equipment decreased 31 percent compared to 2023. In the first nine months of 2024, sales of large dewatering equipment decreased 43 percent, sales of water treatment products increased 12 percent, sales of all other surface pumping equipment increased 5 percent and sales of groundwater pumping equipment increased 3 percent compared to 2023.

Current wording

Water Systems net sales in the U.S. and Canada increased 2 percent in the first quarter of 2025, as compared to the prior-year period. Sales decreased 1 percent in the first quarter due to the negative impact of foreign exchange rates, as compared to prior year, while sales increased 1 percent in the first quarter of 2025 due to the incremental sales impact from recent acquisitions. Sales of groundwater pumping equipment increased 6 percent and sales of water treatment products increased 7 percent compared to 2024. Partially offsetting the increase, sales of large dewatering equipment decreased 8 percent and sales of all other surface pumping equipment decreased 7 percent compared to 2024.

Previous wording

Water Systems net sales in markets outside the U.S. and Canada increased 4 percent in both the third quarter and the first nine months of 2024, as compared to the prior-year periods. Sales decreased 4 percent in the third quarter and 3 percent in the first nine months of 2024 due to the negative impact from foreign exchange rates, as compared to prior-year periods. In both the third quarter and first nine months of 2024, excluding the impact of foreign currency translation, sales increased in all three major regions: EMEA, Latin America and Asia Pacific.

Current wording

Water Systems net sales in markets outside the U.S. and Canada decreased 2 percent in the first quarter of 2025, as compared to the prior-year period. Sales decreased 5 percent in the first quarter due to the negative impact of foreign exchange rates, as compared to prior year, while sales increased 4 percent in the first quarter of 2025 due to the incremental sales impact from recent acquisitions. Excluding the impact of foreign currency translation and acquisitions, sales declines in the Latin America and Asia Pacific regions was partly offset by sales growth in the European region.

Previous wording

The gross profit margin ratio was 35.7 percent and 36.0 percent in the third quarter and first nine months of 2024, respectively, and 34.6 percent and 33.7 percent in the third quarter and first nine months of 2023, respectively. The gross profit margin was favorably impacted in the third quarter and first nine months of 2024 by cost management, including lower freight costs in Water Systems and Fueling Systems, and a favorable product and geographic sales mix shift.

Current wording

The gross profit margin ratio was 36.0 percent in the first quarter of 2025 and 35.5 percent in the first quarter of 2024, respectively. The gross profit margin was favorably impacted in the first quarter of 2025 by a favorable geographic sales mix in Energy Systems and improved performance in Distribution.

Previous wording

SG&A expenses were $116.0 million in the third quarter and $352.3 million in the first nine months of 2024 compared to $107.7 million in the third quarter and $324.7 million in the first nine months of 2023. SG&A expenses increased in the third quarter and first nine months of 2024 primarily due to higher employee compensation costs, including incremental expenses associated with the Company’s CEO transition, and the incremental expense impact of recent acquisitions. The SG&A expenses ratio was 21.8 percent and 22.9 percent in the third quarter and first nine months of 2024, respectively, and 20.0 percent and 20.4 percent in the third quarter and first nine months of 2023, respectively.

Current wording

SG&A expenses were $119.6 million in the first quarter of 2025 compared to $115.6 million in the first quarter of 2024. SG&A expenses increased in the first quarter of 2025 primarily due to higher employee compensation costs, including incremental expenses associated with the Company’s executive leadership transitions, and the incremental expense impact of recent acquisitions. The SG&A expenses ratio was 26.3 percent in the first quarter of 2025 and 25.1 percent in the first quarter of 2024, respectively.

Previous wording

Water Systems operating income in the third quarter and first nine months of 2024 was $52.8 million and $162.3 million, respectively, increases of $0.1 million and $9.8 million, respectively, as compared to the prior-year periods. The increases were primarily due to price realization, cost management and a favorable product and geographic sales mix shift. The third quarter operating income margin was 17.5 percent, a decrease of 30 basis points from 17.8 percent in the third quarter of 2023. The first nine months of 2024 operating income margin was 17.9 percent, an increase of 140 basis points from 16.5 percent in the first nine months of 2023. Operating income margin increased in the first nine months of 2024 primarily due to cost management and a favorable product and geographic sales mix shift.

Current wording

Energy Systems operating income in the first quarter of 2025 was $21.9 million, an increase of $3.1 million as compared to the prior-year period. The increase was primarily due to higher sales. The first quarter operating income margin was 32.8 percent, an increase of 250 basis points from 30.3 percent in the first quarter of 2024. Operating income margin increased primarily due to price realization and a favorable geographic sales mix shift.

Previous wording

Operating income-Eliminations/Other is composed primarily of intersegment sales and profit eliminations and unallocated general and administrative expenses. The intersegment profit elimination impact in the third quarter and first nine months of 2024 compared to the prior-year periods of 2023 was an unfavorable $0.7 million and $2.2 million, respectively. The intersegment elimination of operating income effectively defers the operating income on sales from Water Systems to Distribution in the consolidated financial results until such time as the transferred product is sold from the Distribution segment to its end third party customer. General and administrative expenses increased $3.8 million and $4.8 million, respectively, compared to the prior-year periods. The increase was primarily driven by to higher employee compensation costs, including incremental expenses associated with the Company’s CEO transition.

Current wording

Operating income-Eliminations/Other is composed primarily of intersegment sales and profit eliminations and unallocated general and administrative expenses. The intersegment profit elimination impact in the first quarter of 2025 compared to the prior-year period of 2024 was an unfavorable $1.4 million. The intersegment elimination of operating income effectively defers the operating income on sales from Water Systems to Distribution in the consolidated financial results until such time as the transferred product is sold from the Distribution segment to its end third party customer. General and administrative expenses increased $2.1 million compared to the prior-year period. The increase was primarily driven by higher employee compensation costs, including incremental expenses associated with the Company’s executive leadership transitions.

Previous wording

Interest expense was $1.6 million and $5.0 million in the third quarter and first nine months of 2024, respectively, and $3.0 million and $10.3 million in the third quarter and first nine months of 2023, respectively. The decreases in the third quarter and first nine months of 2024 was primarily driven by lower debt.

Current wording

Interest expense was $1.8 million in the first quarter of 2025 and $1.4 million in the first quarter of 2024, respectively. The increase in the first quarter of 2025 was primarily driven by a higher average amount of outstanding debt.

Previous wording

Other (expense) income, net was an expense of $0.2 million and income of $0.7 million in the third quarter and first nine months of 2024, respectively, and was income of $0.3 million and $1.9 million in the third quarter and first nine months of 2023, respectively.

Current wording

Other income, net was $0.8 million in the first quarter of 2025 and $0.7 million in the first quarter of 2024, respectively.

Previous wording

Foreign currency-based transactions produced a gain of $0.1 million and an expense $5.2 million in the third quarter and first nine months of 2024, respectively, and an expense of $2.5 million and $8.1 million in the third quarter and first nine months of 2023, respectively. The results in the first nine months of 2024 and the third quarter and first nine months of 2023 are primarily due to transaction losses associated with the Turkish Lira and Argentine Peso relative to the U.S. dollar. The Company reports the results of its subsidiaries in Argentina and Turkey using highly inflationary accounting, which requires that the functional currency of the entity be changed to the reporting currency of its parent.

Current wording

Foreign currency-based transactions produced a net loss of $1.3 million in the first quarter of 2025 and $4.9 million in the first quarter of 2024, respectively. The results in the first quarters of 2025 and 2024 are primarily due to transaction losses associated with the Turkish Lira and Argentine Peso relative to the U.S. Dollar. The Company reports the results of its subsidiaries in Argentina and Turkey using highly inflationary accounting, which requires that the functional currency of the entity be changed to the reporting currency of its parent.

Previous wording

As of September 30, 2024, the Company had a $350.0 million revolving credit facility. The facility is scheduled to mature on May 13, 2026. As of September 30, 2024, the Company had $345.4 million borrowing capacity under its credit agreement as $4.6 million in letters of commercial and standby letters of credit were outstanding and undrawn and no revolver borrowings were drawn or outstanding.

Current wording

As of March 31, 2025, the Company had a $350.0 million revolving credit facility. The facility is scheduled to mature on May 13, 2026. As of March 31, 2025, the Company had $281.6 million borrowing capacity under its credit agreement as $4.6 million in letters of commercial and standby letters of credit were outstanding and undrawn and $63.8 million revolver borrowings were drawn or outstanding.

Previous wording

At September 30, 2024, the Company had $68.6 million of cash and cash equivalents held in foreign jurisdictions, which is intended to be used to fund foreign operations. There is currently no need or intent to repatriate the majority of these funds in order to meet domestic funding obligations or scheduled cash distributions.

Current wording

At March 31, 2025, the Company had $65.2 million of cash and cash equivalents held in foreign jurisdictions, which is intended to be used to fund foreign operations. There is currently no need or intent to repatriate the majority of these funds in order to meet domestic funding obligations or scheduled cash distributions.

Previous wording

The following table summarizes significant sources and uses of cash and cash equivalents for the first nine months of 2024 and 2023.

Current wording

The following table summarizes significant sources and uses of cash and cash equivalents for the first three months of 2025 and 2024.

Previous wording

Net cash provided by operating activities was $151.1 million for the nine months ended September 30, 2024 compared to $198.6 million provided by operating activities for the nine months ended September 30, 2023. The change in operating cash flow was primarily attributable to changes in working capital and lower earnings.

Current wording

Net cash used in operating activities was $19.5 million for the three months ended March 31, 2025 compared to $1.4 million used by operating activities for the three months ended March 31, 2024. The change in operating cash flow was primarily attributable to changes in working capital and lower earnings.

Previous wording

Net cash used in investing activities was $29.3 million for the nine months ended September 30, 2024 compared to $36.8 million used in investing activities for the nine months ended September 30, 2023. The change in investing cash flow was primarily attributable to decreased acquisition activity in the first nine months of 2024.

Current wording

Net cash used in investing activities was $116.1 million for the three months ended March 31, 2025 compared to $10.2 million used in investing activities for the three months ended March 31, 2024. The change in investing cash flow was primarily attributable to the Barnes and PumpEng acquisitions in the first three months of 2025.

Previous wording

Net cash used in financing activities was $100.0 million for the nine months ended September 30, 2024 compared to $140.3 million used in financing activities for the nine months ended September 30, 2023. The change in financing cash flow was primarily due to lower net repayments under the Company's credit facility in 2024 compared to 2023, partially offset by lower proceeds from option exercises, increased share repurchase activity and higher dividends.

Current wording

Net cash used in financing activities was $2.6 million for the three months ended March 31, 2025 compared to $6.3 million used in financing activities for the three months ended March 31, 2024. The change in financing cash flow was primarily due to higher net borrowings under the Company's credit facility in 2025 compared to 2024, partially offset by the payment of contingent consideration associated with a 2023 acquisition.

Previous wording

This quarterly report on Form 10-Q contains certain forward-looking information, such as statements about the Company’s financial goals, acquisition strategies, financial expectations including anticipated revenue or expense levels, business prospects, market positioning, product development, manufacturing re-alignment, capital expenditures, tax benefits and expenses, and the effect of contingencies or changes in accounting policies. Forward-looking statements are typically identified by words or phrases such as “believe,” “expect,” “anticipate,” “intend,” “estimate,” “may increase,” “may fluctuate,” “plan,” “goal,” “target,” “strategy,” and similar expressions or future or conditional verbs such as “may,” “will,” “should,” “would,” and “could.” While the Company believes that the assumptions underlying such forward-looking statements are reasonable based on present conditions, forward-looking statements made by the Company involve risks and uncertainties and are not guarantees of future performance. Actual results may differ materially from those forward-looking statements as a result of various factors, including regional or general economic and currency conditions, various conditions specific to the Company’s business and industry, new housing starts, weather conditions, epidemics and pandemics, market demand, competitive factors, changes in distribution channels, supply constraints, effect of price increases, raw material costs and availability, technology factors, integration of acquisitions, litigation, government and regulatory actions, the Company’s accounting policies, and other risks, all as described in the Company's Securities and Exchange Commission filings, included in Part I, Item 1A of the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2023, and in Exhibit 99.1 thereto. Any forward-looking statements included in this Form 10-Q are based upon information presently available. The Company does not assume any obligation to update any forward-looking information, except as required by law.

Current wording

This quarterly report on Form 10-Q contains certain forward-looking information, such as statements about the Company’s financial goals, acquisition strategies, financial expectations including anticipated revenue or expense levels, business prospects, market positioning, product development, manufacturing re-alignment, capital expenditures, tax benefits and expenses, and the effect of contingencies or changes in accounting policies. Forward-looking statements are typically identified by words or phrases such as “believe,” “expect,” “anticipate,” “intend,” “estimate,” “may increase,” “may fluctuate,” “plan,” “goal,” “target,” “strategy,” and similar expressions or future or conditional verbs such as “may,” “will,” “should,” “would,” and “could.” While the Company believes that the assumptions underlying such forward-looking statements are reasonable based on present conditions, forward-looking statements made by the Company involve risks and uncertainties and are not guarantees of future performance. Actual results may differ materially from those forward-looking statements as a result of various factors, including regional or general economic and currency conditions, various conditions specific to the Company’s business and industry, new housing starts, weather conditions, epidemics and pandemics, market demand, competitive factors, changes in distribution channels, supply constraints, effect of price increases, raw material costs and availability, technology factors, integration of acquisitions, litigation, government and regulatory actions, changes in tariffs or the impact of any such changes on the Company's financial results, the Company’s accounting policies, and other risks, all as described in the Company's Securities and Exchange Commission filings, included in Part I, Item 1A of the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024, and in Exhibit 99.1 thereto. Any forward-looking statements included in this Form 10-Q are based upon information presently available. The Company does not assume any obligation to update any forward-looking information, except as required by law.