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GRACO INC

For the period ended Jun 28, 2024. Filed Jul 24, 2024.

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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.

Jun 28, 2024 · Filed Jul 24, 2024

GGG$69.82+2.9%Stored close · as of Nov 9, 2026

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Notes to Consolidated Financial Statements

(Unaudited)

  1. Basis of Presentation

The consolidated balance sheet of Graco Inc. and subsidiaries (the “Company”) as of June 28, 2024 and the related statements of earnings, comprehensive income and shareholders' equity for the three and six months ended June 28, 2024 and June 30, 2023, and cash flows for the six months ended June 28, 2024 and June 30, 2023 have been prepared by the Company and have not been audited.

In the opinion of management, these consolidated financial statements reflect all adjustments (consisting of only normal recurring adjustments) necessary to present fairly the financial position of the Company as of June 28, 2024, and the results of operations and cash flows for all periods presented.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. Therefore, these statements should be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 29, 2023 ( the "2023 Annual Report").

The results of operations for interim periods are not necessarily indicative of results that will be realized for the full fiscal year.

  1. Segment Information

The Company hasthree reportable segments: Contractor, Industrial and Process. Sales and operating earnings by segment were as follows (in thousands):

Three Months EndedSix Months Ended
June 28,2024June 30,2023June 28,2024June 30,2023
Net Sales
Contractor$269,638$255,648$499,680$501,619
Industrial155,708163,523297,699313,713
Process127,897140,473248,053273,958
Total$553,243$559,644$1,045,432$1,089,290
Operating Earnings
Contractor$84,362$68,868$150,503$142,640
Industrial52,72055,88797,521108,657
Process37,27943,62072,31984,185
Unallocated corporate (expense)(13,002)(11,323)(25,988)(21,762)
Total$161,359$157,052$294,355$313,720

Assets by segment were as follows (in thousands):

June 28,2024December 29,2023
Contractor$756,733$712,224
Industrial612,236640,487
Process545,857554,753
Unallocated corporate965,071814,543
Total$2,879,897$2,722,007

Geographic information follows (in thousands):

Three Months EndedSix Months Ended
June 28,2024June 30,2023June 28,2024June 30,2023
Net Sales (based on customer location)
United States$315,095$301,953$582,927$590,942
Other countries238,148257,691462,505498,348
Total$553,243$559,644$1,045,432$1,089,290
June 28,2024December 29,2023
Long-lived Assets
United States$645,033$622,430
Other countries122,689119,283
Total$767,722$741,713
  1. Earnings per Share

The following table sets forth the computation of basic and diluted earnings per share (in thousands, except per share amounts):

Three Months EndedSix Months Ended
June 28,2024June 30,2023June 28,2024June 30,2023
Net earnings available to common shareholders$132,978$134,268$255,177$263,434
Weighted average shares outstanding for basic earnings per share169,100168,683168,795168,351
Dilutive effect of stock options computed using the treasury stock method and the average market price3,3863,8683,6713,763
Weighted average shares outstanding for diluted earnings per share172,486172,551172,466172,114
Basic earnings per share$0.79$0.80$1.51$1.56
Diluted earnings per share$0.77$0.78$1.48$1.53
Anti-dilutive shares not included in diluted earnings per share computation1,1991,8682,1392,206
  1. Share-Based Awards

Options on common shares granted and outstanding, as well as the weighted average exercise price, are shown below (in thousands, except exercise prices):

OptionSharesWeighted AverageExercise PriceOptionsExercisableWeighted AverageExercise Price
Outstanding, December 29, 20239,904$49.097,274$41.46
Granted92580.28
Exercised(923)42.10
Canceled(40)74.66
Outstanding, June 28, 20249,866$54.657,176$46.17

The Company recognized year-to-date share-based compensation expense of $20.1 million in 2024 and $18.4 million in 2023. As of June 28, 2024, there was $26.4 million of unrecognized compensation cost related to unvested options, expected to be recognized over a weighted average period of 2.7 years.

The fair value of each option grant is estimated on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions and results:

Six Months Ended
June 28,2024June 30,2023
Expected life in years6.66.7
Interest rate4.2%4.0%
Volatility26.3%26.3%
Dividend yield1.1%1.3%
Weighted average fair value per share$28.03$21.76

Under the Company’s Employee Stock Purchase Plan, the Company issued 330,000 shares in 2024 and 323,000 shares in 2023. The fair value of the employees’ purchase rights under this plan was estimated on the date of grant. The benefit of the 15 percent discount from the lesser of the fair market value per common share on the first day and the last day of the plan year was added to the fair value of the employees’ purchase rights determined using the Black-Scholes option pricing model with the following assumptions and results:

Six Months Ended
June 28,2024June 30,2023
Expected life in years1.01.0
Interest rate4.9%5.1%
Volatility24.2%26.4%
Dividend yield1.1%1.4%
Weighted average fair value per share$23.16$18.04
  1. Retirement Benefits

The components of net periodic benefit cost for retirement benefit plans were as follows (in thousands):

Three Months EndedSix Months Ended
June 28,2024June 30,2023June 28,2024June 30,2023
Pension Benefits
Service cost$1,253$1,467$2,720$2,931
Interest cost2,2043,7984,6347,575
Expected return on assets(2,623)(3,980)(5,067)(7,955)
Amortization and other7074151,643855
Net periodic benefit cost$1,541$1,700$3,930$3,406
Postretirement Medical
Service cost$67$100$167$200
Interest cost256210556420
Amortization(28)90(53)180
Net periodic benefit cost$295$400$670$800
  1. Shareholders’ Equity

Changes in components of accumulated other comprehensive income (loss), net of tax were as follows (in thousands):

Pension andPost-retirementMedicalCumulativeTranslationAdjustmentTotal
Balance, March 29, 2024$(30,331)$(22,689)$(53,020)
Other comprehensive income (loss) before reclassifications—(811)(811)
Reclassified to pension cost and deferred tax952—952
Balance, June 28, 2024$(29,379)$(23,500)$(52,879)
Balance, December 29, 2023$(31,012)$(3,983)$(34,995)
Other comprehensive income (loss) before reclassifications—(19,517)(19,517)
Reclassified to pension cost and deferred tax1,633—1,633
Balance, June 28, 2024$(29,379)$(23,500)$(52,879)
Balance, March 31, 2023$(38,846)$(24,669)$(63,515)
Other comprehensive income (loss) before reclassifications—4,5534,553
Reclassified to pension cost and deferred tax931—931
Balance, June 30, 2023$(37,915)$(20,116)$(58,031)
Balance, December 30, 2022$(39,734)$(29,644)$(69,378)
Other comprehensive income (loss) before reclassifications—9,5289,528
Reclassified to pension cost and deferred tax1,819—1,819
Balance, June 30, 2023$(37,915)$(20,116)$(58,031)

Amoun ts related to pension and post-retirement medical adjustments are reclassified to non-service components of pension cost that are included within other non-operating expenses.

  1. Receivables and Credit Losses

Accounts receivable include trade receivables of $338.8 million and other receivables of $11.8 million as of June 28, 2024 and $343.0 million and $11.4 million of trade receivables and other receivables, respectively, as of December 29, 2023.

Allowance for Credit Losses

Following is a summary of activity for credit losses (in thousands):

Three Months EndedSix Months Ended
June 28,2024June 30,2023June 28,2024June 30,2023
Balance, beginning$4,593$4,232$4,655$6,130
Additions charged to costs and expenses455417505280
Deductions from reserves (1)(135)(449)(167)(2,269)
Other (deductions) additions (2)(28)(1)(108)58
Balance, ending$4,885$4,199$4,885$4,199

(1) Represents amounts determined to be uncollectible and charged against reserves, net of collections on accounts previously charged against reserves.

(2) Includes effects of foreign currency translation.

  1. Inventories

Major components of inventories were as follows (in thousands):

June 28,2024December 29,2023
Finished products and components$243,110$221,847
Products and components in various stages of completion124,741131,906
Raw materials and purchased components207,142202,294
Subtotal574,993556,047
Reduction to LIFO cost(117,389)(117,698)
Total$457,604$438,349
  1. Intangible Assets

Components of other intangible assets were as follows (dollars in thousands):

Finite Life · Indefinite Life
CustomerRelationships · Patents andProprietaryTechnology · Trademarks,Trade Namesand Other · Trade Names · Total
Cost$191,417$14,174$1,300$62,633$269,524
Accumulated amortization(135,516)(9,423)(677)—(145,616)
Foreign currency translation(8,865)(375)—(689)(9,929)
Book value$47,036$4,376$623$61,944$113,979
Weighted average life in years1396N/A
Cost$191,417$14,174$1,300$62,633$269,524
Accumulated amortization(128,248)(8,547)(561)—(137,356)
Foreign currency translation(7,591)(344)—2,025(5,910)
Book value$55,578$5,283$739$64,658$126,258
Weighted average life in years1396N/A

Amortization of intangibles for the second quarter was $4.1 million in 2024 and $4.4 million in 2023, and for the year to date was $8.3 million in 2024 and $8.9 million in 2023. Estimated annual amortization expense based on the current carrying amount of other intangible assets is as follows (in thousands):

2024 (Remainder)2025202620272028Thereafter
Estimated Amortization Expense$8,105$15,964$9,092$6,372$4,222$8,280

Changes in the carrying amount of goodwill for each reportable segment were as follows (in thousands):

ContractorIndustrialProcessTotal
Balance, December 29, 2023$77,542$143,132$149,554$370,228
Foreign currency translation(447)(6,063)(181)(6,691)
Balance, June 28, 2024$77,095$137,069$149,373$363,537
  1. Other Current Liabilities

Components of other current liabilities were as follows (in thousands):

June 28,2024December 29,2023
Accrued self-insurance retentions$8,918$8,654
Accrued warranty and service liabilities14,53415,408
Accrued trade promotions11,50714,312
Payable for employee stock purchases8,07916,639
Customer advances and deferred revenue51,41251,578
Income taxes payable6,8999,837
Tax payable, other10,31712,289
Right of return refund liability17,53617,826
Operating lease liabilities, current7,2478,242
Other27,66730,574
Total$164,116$185,359

A liability is established for estimated future warranty and service claims that relate to current and prior period sales. The Company estimates warranty costs based on historical claim experience and other factors, including evaluating specific product warranty issues. Following is a summary of activity in accrued warranty and service liabilities (in thousands):

Balance, December 29, 2023$15,408
Charged to expense4,620
Margin on parts sales reversed1,649
Reductions for claims settled(7,143)
Balance, June 28, 2024$14,534

Customer Advances and Deferred Revenue

Revenue is deferred when cash payments are received or due in advance of performance, including amounts which are refundable. This is also the case for services associated with certain product sales. During the three and six months ended June 28, 2024, we recognized $13.4 million and $42.1 million, respectively, that was included in deferred revenue at December 29, 2023. During the three and six months ended June 30, 2023, we recognized $16.0 million and $36.6 million, respectively, that were included in deferred revenue at December 30, 2022.

  1. Fair Value

Assets and liabilities measured at fair value on a recurring basis and fair value measurement level were as follows (in thousands):

LevelJune 28,2024December 29,2023
Assets
Cash surrender value of life insurance2$23,571$22,255
Forward exchange contracts2398—
Total assets at fair value$23,969$22,255
Liabilities
Contingent consideration3$—$1,375
Deferred compensation27,2846,445
Forward exchange contracts2—422
Total liabilities at fair value$7,284$8,242

Contracts insuring the lives of certain employees who are eligible to participate in certain non-qualified pension and deferred compensation plans are held in trust. Cash surrender value of the contracts is based on performance measurement funds that shadow the deferral investment allocations made by participants in certain deferred compensation plans. The deferred compensation liability balances are valued based on amounts allocated by participants to the underlying performance measurement funds.

Contingent consideration liabilities represent the estimated value (using a probability-weighted expected return approach) of future payments to be made to previous owners of certain acquired businesses based on future revenues.

The fair value of variable rate borrowings approximates carrying value. The Company uses significant other observable inputs to estimate fair value (level 2 of the fair value hierarchy) based on the present value of future cash flows and rates that would be available for issuance of debt with similar terms and remaining maturities.

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