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FEDERAL SIGNAL CORP DE

For the period ended Jun 30, 2024. Filed Jul 25, 2024.

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.

Jun 30, 2024 · Filed Jul 25, 2024

FSS$113.44+1.2%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 2024-03-31; filed 2024-04-30.

0000277509-24-000020

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

Current report: 10-Q

Period ended 2024-06-30; filed 2024-07-25.

0000277509-24-000034

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 66 previous paragraphs and 93 current paragraphs.

27 unchanged; 32 reworded; 33 added; 6 removed; 1 previous and 1 current paragraphs rearranged.

Tables are not compared: 3 previous and 3 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 (33)

Current report

Net sales for the three months ended June 30, 2024 increased by $48.0 million, or 11%, compared to the prior-year quarter, primarily due to higher sales volumes and the effects of pricing actions. Our Environmental Solutions Group reported a net sales increase of $35.8 million, or 10%, primarily due to increases in sales of dump truck bodies, sewer cleaners, street sweepers, industrial vacuum loaders and road-marking and line-removal equipment of $11.1 million, $10.8 million, $7.8 million, $5.3 million and $4.2 million, respectively. In addition, aftermarket revenues improved by $1.5 million. Partially offsetting these improvements was a $5.0 million reduction in sales of trailers, as well as a $1.1 million unfavorable foreign currency translation impact. Within our Safety and Security Systems Group, net sales increased by $12.2 million, or 18%, primarily due to improvements in sales of public safety equipment and warning systems of $10.8 million and $2.6 million, respectively, partially offset by a $1.1 million reduction in sales of industrial signaling equipment.

Current report

Net sales for the six months ended June 30, 2024 increased by $87.4 million, or 11%, compared to the prior-year period, primarily due to higher sales volumes, inclusive of the effects of acquisitions and pricing actions. Our Environmental Solutions Group reported a net sales increase of $71.0 million, or 10%, primarily due to increases in sales of dump truck bodies, street sweepers, sewer cleaners, multi-purpose maintenance vehicles, safe-digging trucks, road-marking and line-removal equipment, industrial vacuum loaders, metal extraction support equipment and refuse trucks of $13.9 million, $8.3 million, $7.3 million, $6.7 million, $6.3 million, $6.3 million, $5.9 million, $5.3 million and $4.1 million, respectively. In addition, aftermarket revenues improved by $6.2 million. Partially offsetting these improvements was a $4.3 million reduction in sales of trailers, as well as a $0.9 million unfavorable foreign currency translation impact. Within our Safety and Security Systems Group, net sales increased by $16.4 million, or 12%, primarily due to improvements in sales of public safety equipment and warning systems of $15.5 million and $3.7 million, respectively, partially offset by a $2.7 million reduction in sales of industrial signaling equipment.

Current report

Operating income for the six months ended June 30, 2024 increased by $36.5 million, or 37%, compared to the prior-year period, primarily driven by a $46.9 million improvement in gross profit and a $0.1 million reduction in amortization expense, partially offset by a $10.1 million increase in SEG&A expenses and a $0.4 million increase in acquisition and integration- related expenses. Consolidated operating margin for the six months ended June 30, 2024 was 14.8%, compared to 11.9% in the prior-year period.

Current report

Net income for the three months ended June 30, 2024 increased by $20.5 million compared to the prior-year quarter, largely due to the aforementioned increase in income before taxes, partially offset by a $4.3 million increase in income tax expense. The effective tax rate for the three months ended June 30, 2024 was 21.5%, compared to 23.5% in the prior-year quarter.

Current report

Total orders for the six months ended June 30, 2024 were $976 million, an increase of $21 million, or 2%, as compared to the prior-year period. Our Environmental Solutions Group reported total orders of $824 million in the six months ended June 30, 2024, an increase of $20 million, or 2% in comparison to the prior-year period. Orders in the six months ended June 30, 2024 within our Safety and Security Systems Group were $152 million, an increase of $1 million, or 1%, compared to the prior-year period.

Current report

Net sales for the three months ended June 30, 2024 increased by $48.0 million, or 11%, compared to the prior-year quarter, primarily due to higher sales volumes and the effects of pricing actions. The Environmental Solutions Group reported a net sales increase of $35.8 million, or 10%, primarily due to increases in sales of dump truck bodies, sewer cleaners, street sweepers, industrial vacuum loaders and road-marking and line-removal equipment of $11.1 million, $10.8 million, $7.8 million, $5.3 million and $4.2 million, respectively. In addition, aftermarket revenues improved by $1.5 million. Partially offsetting these improvements was a $5.0 million reduction in sales of trailers, as well as a $1.1 million unfavorable foreign currency translation impact. Within the Safety and Security Systems Group, net sales increased by $12.2 million, or 18%, primarily due to improvements in sales of public safety equipment and warning systems of $10.8 million and $2.6 million, respectively, partially offset by a $1.1 million reduction in sales of industrial signaling equipment.

Current report

Net sales for the six months ended June 30, 2024 increased by $87.4 million, or 11%, compared to the prior-year period, primarily due to higher sales volumes, inclusive of the effects of acquisitions and pricing actions. The Environmental Solutions Group reported a net sales increase of $71.0 million, or 10%, primarily due to increases in sales of dump truck bodies, street sweepers, sewer cleaners, multi-purpose maintenance vehicles, safe-digging trucks, road-marking and line-removal equipment, industrial vacuum loaders, metal extraction support equipment and refuse trucks of $13.9 million, $8.3 million, $7.3 million, $6.7 million, $6.3 million, $6.3 million, $5.9 million, $5.3 million and $4.1 million, respectively. In addition, aftermarket revenues improved by $6.2 million. Partially offsetting these improvements was a $4.3 million reduction in sales of trailers, as well as a $0.9 million unfavorable foreign currency translation impact. Within the Safety and Security Systems Group, net sales increased by $16.4 million, or 12%, primarily due to improvements in sales of public safety equipment and warning systems of $15.5 million and $3.7 million, respectively, partially offset by a $2.7 million reduction in sales of industrial signaling equipment.

Current report

Cost of sales increased by $21.3 million, or 7%, for the three months ended June 30, 2024 compared to the prior-year quarter, largely due to an increase of $15.4 million, or 5%, within the Environmental Solutions Group, primarily related to higher sales volumes. Within the Safety and Security Systems Group, cost of sales increased by $5.9 million, or 14%, primarily related to higher sales volumes.

Current report

Gross profit increased by $46.9 million, or 22%, for the six months ended June 30, 2024 compared to the prior-year period, primarily due to a $36.9 million improvement within the Environmental Solutions Group and a $10.0 million increase within the Safety and Security Systems Group. Gross profit margin for the six months ended June 30, 2024 was 28.4%, compared to 25.7% in the prior-year period, primarily due to improvements within the Environmental Solutions Group and the Safety and Security Systems Group of 270 basis points and 230 basis points, respectively.

Current report

SEG&A expenses for the six months ended June 30, 2024 increased by $10.1 million, or 10%, compared to the prior-year period, primarily due to increases of $5.7 million and $4.1 million within the Environmental Solutions Group and the Safety and Security Systems Group, respectively, in addition to a $0.3 million increase in Corporate SEG&A expenses. As a percentage of net sales, SEG&A expenses were 12.6% in the current-year period, down from 12.7% in the prior-year period.

Current report

Operating income for the six months ended June 30, 2024 increased by $36.5 million, or 37%, compared to the prior-year period, primarily driven by a $46.9 million improvement in gross profit and a $0.1 million reduction in amortization expense, partially offset by a $10.1 million increase in SEG&A expenses and a $0.4 million increase in acquisition and integration-related expenses. Consolidated operating margin for the six months ended June 30, 2024 was 14.8%, compared to 11.9% in the prior-year period.

Current report

Other expense, net, for the six months ended June 30, 2024 decreased by $0.6 million, compared to the prior-year period, primarily due to the non-recurrence of an $0.8 million environmental remediation charge recorded in the prior-year period associated with a business discontinued in 2009, partially offset by higher net periodic pension expense.

Current report

Including the discrete tax benefits associated with the worthless stock deduction, which aggregated to $15.6 million, and the recognition of $1.5 million in excess tax benefits associated with stock-based compensation activity, the Company recognized income tax expense of $16.0 million for the six months ended June 30, 2024, resulting in an effective tax rate of 12.5%. For the six months ended June 30, 2023, the Company recognized income tax expense of $19.7 million, resulting in an effective tax rate of 22.5%. The Company’s income tax expense and effective tax rate for the six months ended June 30, 2023 also included the effects of the recognition of $1.6 million in excess tax benefits associated with stock-based compensation activity.

Current report

Net income for the six months ended June 30, 2024 increased by $44.7 million compared to the prior-year period, largely due to the aforementioned improvement in operating income, the $3.9 million decrease in interest expense, the $3.7 million reduction in income tax expense, and the $0.6 million decrease in other expense.

Current report

Three months ended June 30, 2024 vs. three months ended June 30, 2023

Current report

Total orders for the three months ended June 30, 2024 decreased by $12.4 million, or 3%, compared to the prior-year quarter. U.S. orders decreased by $17.5 million, primarily due to reductions in orders for safe-digging trucks, street sweepers, sewer cleaners and multi-purpose maintenance vehicles of $19.3 million, $18.0 million, $5.9 million and $5.7 million, respectively. Partially offsetting these reductions were improvements in orders for dump truck bodies, hoists, refuse trucks, industrial vacuum loaders and aftermarket offerings of $15.8 million. $4.3 million, $4.2 million, $4.0 million and $3.9 million, respectively. Non-U.S. orders increased by $5.1 million, largely due to increases in orders for street sweepers, dump truck bodies, multi-purpose maintenance vehicles and refuse trucks of $4.5 million, $3.2 million. $2.5 million. $1.9 million, respectively. Partially offsetting these improvements was a $5.7 million reduction in orders for sewer cleaners, as well as a $1.7 million unfavorable foreign currency translation impact.

Current report

Net sales for the three months ended June 30, 2024 increased by $35.8 million, or 10%, compared to the prior-year quarter, primarily due to higher sales volumes and the effects of pricing actions. For the three months ended June 30, 2024, U.S. sales increased by $34.2 million, largely due to increases in sales of sewer cleaners, street sweepers, dump truck bodies, industrial vacuum loaders, road-marking and line-removal equipment and waterblasting equipment of $11.0 million, $8.3 million, $8.1 million, $5.3 million, $4.2 million and $1.9 million, respectively. Additionally, aftermarket revenues increased by $1.9 million. Partially offsetting these improvements were reductions in shipments of trailers, multi-purpose maintenance vehicles and metal extraction support equipment of $5.0 million, $2.7 million and $2.5 million, respectively. Non-U.S. sales increased by $1.6 million, largely due to increases in sales of dump truck bodies, metal extraction support equipment and multi-purpose maintenance vehicles of $3.0 million, $2.9 million and $2.8 million, respectively. Partially offsetting these improvements were reductions in sales of refuse trucks, waterblasting equipment and safe-digging trucks of $3.0 million, $1.4 million and $0.7 million, respectively, as well as a $1.1 million unfavorable foreign currency translation impact.

Current report

Cost of sales for the three months ended June 30, 2024 increased by $15.4 million, or 5%, compared to the prior-year quarter, primarily related to higher sales volumes. Gross profit margin for the three months ended June 30, 2024 was 26.8%, compared to 23.9% in the prior-year quarter, with the improvement primarily attributable to improved operating leverage from higher sales volumes and benefits from pricing actions.

Current report

SEG&A expenses for the three months ended June 30, 2024 increased by $3.4 million, or 12%, compared to the prior-year quarter, primarily due to increases in sales commissions and incentive-based compensation expense. As a percentage of net sales, SEG&A expenses were 7.9% in the current-year quarter, compared to 7.7% in the prior-year quarter.

Current report

Operating income for the three months ended June 30, 2024 increased by $16.7 million, or 30%, compared to the prior-year quarter, largely due to a $20.4 million improvement in gross profit and a $0.1 million decrease in amortization expense, partially offset by the $3.4 million increase in SEG&A expenses and a $0.4 million increase in acquisition and integration-related costs.

Current report

Six months ended June 30, 2024 vs. six months ended June 30, 2023

Current report

Operating income for the six months ended June 30, 2024 increased by $30.8 million, or 33%, compared to the prior-year period, largely due to a $36.9 million improvement in gross profit and a $0.1 million decrease in amortization expense, partially offset by the $5.7 million increase in SEG&A expenses and a $0.5 million increase in acquisition and integration-related costs.

Current report

Three months ended June 30, 2024 vs. three months ended June 30, 2023

Current report

Cost of sales for the three months ended June 30, 2024 increased by $5.9 million, or 14%, compared to the prior-year quarter, primarily related to higher sales volumes. Gross profit margin for the three months ended June 30, 2024 was 42.3%, compared to 40.6% in the prior-year quarter, with the improvement primarily attributable to improved operating leverage from higher sales volumes and benefits from pricing actions.

Current report

Operating income for the three months ended June 30, 2024 increased by $4.2 million, or 30%, compared to the prior-year quarter, primarily due to a $6.3 million improvement in gross profit, partially offset by the $2.1 million increase in SEG&A expenses.

Current report

Six months ended June 30, 2024 vs. six months ended June 30, 2023

Current report

Total orders for the six months ended June 30, 2024 increased by $1.3 million, or 1%, compared to the prior-year period. U.S. orders increased by $13.9 million, primarily due to a $14.4 million improvement in orders for public safety equipment, inclusive of a large fleet order, as well as a $2.2 million increase in orders for industrial signaling equipment, partially offset by a $2.7 million reduction in orders for warning systems. Non-U.S. orders decreased by $12.6 million, primarily due to a $10.3 million reduction in orders for public safety equipment in comparison to the prior-year period, which included a large fleet order from a customer in Mexico, as well as a $1.6 million reduction in orders of industrial signaling equipment.

Current report

Net sales for the six months ended June 30, 2024 increased by $16.4 million, or 12%, compared to the prior-year period, inclusive of the effects of higher sales volumes and pricing actions. U.S. sales increased by $16.6 million, driven by improvements in sales of public safety equipment and warning systems of $14.5 million and $2.2 million, respectively. Non-U.S. sales decreased by $0.2 million, largely due to a reduction in sales of industrial signaling equipment of $2.6 million, partially offset by improvements in sales of warning systems and public safety equipment of $1.5 million and $1.0 million, respectively.

Current report

Cost of sales for the six months ended June 30, 2024 increased by $6.4 million, or 8%, compared to the prior-year period, primarily related to higher sales volumes. Gross profit margin for the six months ended June 30, 2024 was 41.8%, compared to 39.5% in the prior-year period, with the improvement primarily attributable to improved operating leverage from higher sales volumes and benefits from pricing actions.

Current report

SEG&A expenses for the six months ended June 30, 2024 increased by $4.1 million, or 15%, compared to the prior-year period, primarily due to higher sales commissions and incentive-based compensation expense. As a percentage of net sales, SEG&A expenses were 20.8% in the current-year period, compared to 20.3% in the prior-year period.

Current report

Operating income for the six months ended June 30, 2024 increased by $5.9 million, or 23%, compared to the prior-year period, primarily due to a $10.0 million improvement in gross profit, partially offset by the $4.1 million increase in SEG&A expenses.

Current report

Corporate operating expenses for the three months ended June 30, 2024 were $10.1 million, compared to $10.9 million in the prior-year quarter, with the decrease primarily due to lower medical expenses.
Removed paragraphs (6)

Previous report

Net sales for the three months ended March 31, 2024 increased by $39.4 million, or 10%, compared to the prior-year quarter, primarily due to higher sales volumes, inclusive of the effects of acquisitions and pricing actions. Our Environmental Solutions Group reported a net sales increase of $35.2 million, or 11%, primarily due to increases in sales of safe-digging trucks, refuse trucks, multi-purpose maintenance vehicles, metal extraction support equipment, dump truck bodies and road-marking and line-removal equipment of $7.2 million, $6.7 million, $6.6 million, $4.9 million, $2.8 million and $2.1 million, respectively. In addition, aftermarket revenues improved by $4.7 million. Partially offsetting these improvements was a $3.5 million reduction in sales of sewer cleaners, including the effects of a component supply issue that delayed the timing of certain unit shipments. Within our Safety and Security Systems Group, net sales increased by $4.2 million, or 6%, primarily due to improvements in sales of public safety equipment and warning systems of $4.7 million and $1.1 million, respectively, partially offset by a $1.6 million reduction in sales of industrial signaling equipment.

Previous report

Net sales for the three months ended March 31, 2024 increased by $39.4 million, or 10%, compared to the prior-year quarter, primarily due to higher sales volumes, inclusive of the effects of acquisitions and pricing actions. The Environmental Solutions Group reported a net sales increase of $35.2 million, or 11%, primarily due to increases in sales of safe-digging trucks, refuse trucks, multi-purpose maintenance vehicles, metal extraction support equipment, dump truck bodies and road-marking and line-removal equipment of $7.2 million, $6.7 million, $6.6 million, $4.9 million, $2.8 million and $2.1 million, respectively. In addition, aftermarket revenues improved by $4.7 million. Partially offsetting these improvements was a $3.5 million reduction in sales of sewer cleaners, including the effects of a component supply issue that delayed the timing of certain unit shipments. Within the Safety and Security Systems Group, net sales increased by $4.2 million, or 6%, primarily due to improvements in sales of public safety equipment and warning systems of $4.7 million and $1.1 million, respectively, partially offset by a $1.6 million reduction in sales of industrial signaling equipment.

Previous report

Operating income for the three months ended March 31, 2024 increased by $14.1 million, or 38%, compared to the prior-year quarter, largely due to a $16.5 million improvement in gross profit, partially offset by the $2.3 million increase in SEG&A expenses and a $0.1 million increase in acquisition and integration-related costs.

Previous report

Cost of sales for the three months ended March 31, 2024 increased by $0.5 million, or 1%, compared to the prior-year quarter, primarily related to higher sales volumes. Gross profit margin for the three months ended March 31, 2024 was 41.3%, compared to 38.4% in the prior-year quarter, with the improvement primarily attributable to improved operating leverage from higher sales volumes and benefits from pricing actions.

Previous report

Operating income for the three months ended March 31, 2024 increased by $1.7 million, or 14%, compared to the prior-year quarter, primarily due to a $3.7 million improvement in gross profit, partially offset by the $2.0 million increase in SEG&A expenses.
Reworded paragraphs (32)

Previous wording

Operating income for the three months ended March 31, 2024 increased by $14.8 million, or 37%, compared to the prior-year quarter, primarily driven by a $20.2 million improvement in gross profit, partially offset by a $5.2 million increase in Selling, Engineering, General and Administrative (“SEG&A”) expenses and a $0.2 million increase in acquisition and integration-related expenses. Consolidated operating margin for the three months ended March 31, 2024 was 12.8%, compared to 10.2% in the prior-year quarter.

Current wording

Operating income for the three months ended June 30, 2024 increased by $21.7 million, or 37%, compared to the prior-year quarter, primarily driven by a $26.7 million improvement in gross profit and a $0.1 million reduction in amortization expense, partially offset by a $4.9 million increase in Selling, Engineering, General and Administrative (“SEG&A”) expenses and a $0.2 million increase in acquisition and integration-related expenses. Consolidated operating margin for the three months ended June 30, 2024 was 16.5%, compared to 13.4% in the prior-year quarter.

Previous wording

Income before income taxes for the three months ended March 31, 2024 increased by $16.2 million, or 47%, compared to the prior-year quarter. The increase resulted from the higher operating income and a $1.5 million reduction in interest expense, partially offset by a $0.1 million increase in other expense.

Current wording

Income before income taxes for the three months ended June 30, 2024 increased by $24.8 million, or 47%, compared to the prior-year quarter. The increase resulted from the higher operating income, a $2.4 million reduction in interest expense, and a $0.7 million decrease in other expense.

Previous wording

Net income for the three months ended March 31, 2024 increased by $24.2 million compared to the prior-year quarter, largely due to the aforementioned increase in income before taxes and a $8.0 million reduction in income tax expense. The effective tax rate for the three months ended March 31, 2024 was a benefit of 1.4%, compared to expense of 21.0% in the prior-year quarter. We currently expect our full-year effective tax rate to be approximately 20%, excluding additional discrete items.

Current wording

Net income for the six months ended June 30, 2024 increased by $44.7 million compared to the prior-year period, largely due to the aforementioned increase in income before taxes and a $3.7 million reduction in income tax expense. The effective tax rate for the six months ended June 30, 2024 was 12.5%, compared to 22.5% in the prior-year period. We currently expect our full-year effective tax rate to be approximately 19%, excluding additional discrete items.

Previous wording

Total orders for the three months ended March 31, 2024 were $503 million, an increase of $28 million, or 6%, as compared to the prior-year quarter. Our Environmental Solutions Group reported total orders of $428 million in the three months ended March 31, 2024, an increase of $32 million, or 8% in comparison to the prior-year quarter. Orders in the three months ended March 31, 2024 within our Safety and Security Systems Group were $75 million, a decrease of $4 million, or 5%, compared to the prior-year quarter.

Current wording

Total orders for the three months ended June 30, 2024 were $473 million, a decrease of $7 million, or 1%, as compared to the prior-year quarter. Our Environmental Solutions Group reported total orders of $396 million in the three months ended June 30, 2024, a reduction of $12 million, or 3%, in comparison to the prior-year quarter. Orders in the three months ended June 30, 2024 within our Safety and Security Systems Group were $77 million, an increase of $5 million, or 7%, compared to the prior-year quarter.

Previous wording

Our consolidated backlog at March 31, 2024 was $1.10 billion, an increase of $132 million, or 14%, compared to the prior-year quarter.

Current wording

Our consolidated backlog at June 30, 2024 was $1.08 billion, an increase of $73 million, or 7%, compared to the prior-year quarter.

Previous wording

Cost of sales increased by $19.2 million, or 7%, for the three months ended March 31, 2024 compared to the prior-year quarter, largely due to an increase of $18.7 million, or 8%, within the Environmental Solutions Group, primarily related to higher sales volumes, inclusive of the effects of acquisitions, and increased material costs. Within the Safety and Security Systems Group, cost of sales increased by $0.5 million, or 1%, primarily related to higher sales volumes.

Current wording

Cost of sales increased by $40.5 million, or 7%, for the six months ended June 30, 2024 compared to the prior-year period, largely due to an increase of $34.1 million, or 6%, within the Environmental Solutions Group, primarily related to higher sales volumes, inclusive of the effects of acquisitions, and increased material costs. Within the Safety and Security Systems Group, cost of sales increased by $6.4 million, or 8%, primarily related to higher sales volumes.

Previous wording

Gross profit increased by $20.2 million, or 21%, for the three months ended March 31, 2024 compared to the prior-year quarter, primarily due to a $16.5 million improvement within the Environmental Solutions Group and a $3.7 million increase within the Safety and Security Systems Group. Gross profit as a percentage of revenues (“gross profit margin”) for the three months ended March 31, 2024 was 27.3%, compared to 24.9% in the prior-year quarter, primarily due to improvements within the

Current wording

Gross profit increased by $26.7 million, or 23%, for the three months ended June 30, 2024 compared to the prior-year quarter, primarily due to a $20.4 million improvement within the Environmental Solutions Group and a $6.3 million increase within the Safety and Security Systems Group. Gross profit as a percentage of revenues (“gross profit margin”) for the three months ended June 30, 2024 was 29.4%, compared to 26.5% in the prior-year quarter, primarily due to improvements within the Environmental Solutions Group and the Safety and Security Systems Group of 290 basis points and 170 basis points, respectively.

Previous wording

SEG&A expenses for the three months ended March 31, 2024 increased by $5.2 million, or 10%, compared to the prior-year quarter, primarily due to increases of $2.3 million and $2.0 million within the Environmental Solutions Group and the Safety and Security Systems Group, respectively, in addition to a $0.9 million increase in Corporate SEG&A expenses. As a percentage of net sales, SEG&A expenses were 13.5% in the current-year quarter, unchanged from the prior-year quarter.

Current wording

SEG&A expenses for the three months ended June 30, 2024 increased by $4.9 million, or 9%, compared to the prior-year quarter, primarily due to increases of $3.4 million and $2.1 million within the Environmental Solutions Group and the Safety and Security Systems Group, respectively, partially offset by a $0.6 million reduction in Corporate SEG&A expenses. As a percentage of net sales, SEG&A expenses were 11.9% in the current-year quarter, down from 12.1% in the prior-year quarter.

Previous wording

Operating income for the three months ended March 31, 2024 increased by $14.8 million, or 37%, compared to the prior-year quarter, primarily driven by a $20.2 million improvement in gross profit, partially offset by a $5.2 million increase in SEG&A expenses and a $0.2 million increase in acquisition and integration-related expenses. Consolidated operating margin for the three months ended March 31, 2024 was 12.8%, compared to 10.2% in the prior-year quarter.

Current wording

Operating income for the three months ended June 30, 2024 increased by $21.7 million, or 37%, compared to the prior-year quarter, primarily driven by a $26.7 million improvement in gross profit and a $0.1 million reduction in amortization expense, partially offset by a $4.9 million increase in SEG&A expenses and a $0.2 million increase in acquisition and integration-related expenses. Consolidated operating margin for the three months ended June 30, 2024 was 16.5%, compared to 13.4% in the prior-year quarter.

Previous wording

Interest expense, net, for the three months ended March 31, 2024 decreased by $1.5 million compared to the corresponding periods of the prior year, largely due to a reduction in average debt levels.

Current wording

Interest expense, net, for the three and six months ended June 30, 2024 decreased by $2.4 million and $3.9 million, respectively, compared to the corresponding periods of the prior year, largely due to reductions in average debt levels.

Previous wording

Other expense, net, for the three months ended March 31, 2024 increased by $0.1 million, compared to the prior-year quarter, primarily due to higher net periodic pension expense.

Current wording

Other expense, net, for the three months ended June 30, 2024 decreased by $0.7 million, compared to the prior-year quarter, primarily due to the non-recurrence of an $0.8 million environmental remediation charge recorded in the prior-year quarter associated with a business discontinued in 2009, partially offset by higher net periodic pension expense.

Previous wording

During the three months ended March 31, 2024, the tax authorities notified the Company that the amended tax returns had been approved, at which point receipt of the refund claim was considered more-likely-than-not. As a result, the Company released the associated liability for unrecognized tax benefits and recognized a $13.0 million discrete tax benefit for the refund claim, net of taxes on the associated interest, during the three months ended March 31, 2024. The associated income tax receivable is recognized within Prepaid expenses and other current assets on the Condensed Consolidated Balance Sheets as of March 31, 2024.

Current wording

During the first quarter of 2024, the tax authorities notified the Company that the amended tax returns had been approved, at which point receipt of the refund claim was considered more-likely-than-not. As a result, the Company released the associated liability for unrecognized tax benefits and recognized a $13.0 million discrete tax benefit for the U.S. federal refund claim, net of taxes on the associated interest. During the second quarter of 2024, the Company received the U.S. federal income tax refund and began amending applicable state tax returns to reflect the worthless stock deduction, resulting in the recognition of a $2.6 million discrete state tax benefit during the three months ended June 30, 2024.

Previous wording

Including the aforementioned discrete tax benefit and the recognition of $0.8 million in excess tax benefits associated with stock-based compensation activity, the Company recognized an income tax benefit of $0.7 million during the three months ended March 31, 2024, compared to income tax expense of $7.3 million during the prior-year quarter, with the impact of the discrete tax benefit being partially offset by higher pre-tax income levels. The Company’s effective tax rate for the three months ended March 31, 2024 was a benefit of 1.4%, compared to expense of 21.0% in the prior-year quarter.

Current wording

Including this discrete state tax benefit, and the recognition of $0.7 million in excess tax benefits associated with stock-based compensation activity, the Company recognized income tax expense of $16.7 million for the three months ended June 30, 2024, resulting in an effective tax rate of 21.5%. For the three months ended June 30, 2023, the Company recognized income tax expense of $12.4 million, resulting in an effective tax rate of 23.5%. The Company’s income tax expense and effective tax rate for the three months ended June 30, 2023 also included the effects of the recognition of $0.9 million in excess tax benefits associated with stock-based compensation activity.

Previous wording

Net income for the three months ended March 31, 2024 increased by $24.2 million compared to the prior-year quarter, largely due to the aforementioned improvement in operating income, the $1.5 million decrease in interest expense, and the $8.0 million reduction in income tax expense, partially offset by the $0.1 million increase in other expense.

Current wording

Net income for the three months ended June 30, 2024 increased by $20.5 million compared to the prior-year quarter, largely due to the aforementioned improvement in operating income, the $2.4 million decrease in interest expense, and the $0.7 million decrease in other expense, partially offset by the $4.3 million increase in income tax expense.

Previous wording

The following table summarizes the Environmental Solutions Group’s operating results as of and for the three months ended March 31, 2024 and 2023:

Current wording

The following table summarizes the Environmental Solutions Group’s operating results as of and for the three and six months ended June 30, 2024 and 2023:

Previous wording

Total orders for the three months ended March 31, 2024 increased by $31.9 million, or 8%, compared to the prior-year quarter. U.S. orders decreased by $15.7 million, primarily due to reductions in orders for street sweepers, safe-digging trucks, trailers and industrial vacuum loaders of $26.7 million, $8.8 million, $8.5 million and $5.4 million, respectively. Partially offsetting these reductions were improvements in orders of dump truck bodies, sewer cleaners, refuse trucks and waterblasting equipment of $20.5 million, $9.0 million, $2.3 million and $1.9 million, respectively. Non-U.S. orders increased by $47.6 million, largely due to a $31.3 million improvement in orders for refuse trucks, inclusive of certain large fleet orders, as well as increases in orders for multi-purpose maintenance vehicles, metal extraction support equipment, aftermarket offerings and street sweepers of $31.3 million, $5.4 million, $3.9 million, $3.3 million and $2.8 million, respectively.

Current wording

Total orders for the six months ended June 30, 2024 increased by $19.5 million, or 2%, compared to the prior-year period. U.S. orders decreased by $33.2 million, primarily due to reductions in orders for street sweepers, safe-digging trucks, trailers and multi-purpose maintenance vehicles of $44.7 million, $28.1 million, $10.5 million and $4.4 million, respectively. Partially offsetting these reductions were improvements in orders for dump truck bodies, refuse trucks, aftermarket offerings, sewer cleaners, hoists and waterblasting equipment of $36.3 million, $6.5 million, $4.3 million,$3.1 million, $2.9 million and $2.2 million, respectively. Non-U.S. orders increased by $52.7 million, largely due to a $33.2 million improvement in orders for refuse trucks, inclusive of certain large fleet orders, as well as increases in orders for multi-purpose maintenance vehicles, street sweepers, dump truck bodies, aftermarket offerings and metal extraction support equipment of $7.9 million, $7.3 million, $4.5 million, $4.5 million and $4.4 million, respectively. Partially offsetting these improvements were reductions in orders for sewer cleaners and industrial vacuum loaders of $6.8 million and $2.4 million, respectively, as well as a $1.5 million unfavorable foreign currency translation impact.

Previous wording

Net sales for the three months ended March 31, 2024 increased by $35.2 million, or 11%, compared to the prior-year quarter, primarily due to higher sales volumes, inclusive of the effects of acquisitions and pricing actions. For the three months ended March 31, 2024, U.S. sales increased by $19.9 million, largely due to increases in sales of safe-digging trucks, multi-purpose maintenance vehicles, metal extraction support equipment, road-marking and line-removal equipment, dump truck bodies and street sweepers of $8.3 million, $3.6 million, $3.3 million, $2.2 million, $1.3 million and $1.2 million, respectively. Additionally, aftermarket revenues increased by $2.4 million. Partially offsetting these improvements was a $5.3 million reduction in sales of sewer cleaners, including the effects of a component supply issue that delayed the timing of certain unit shipments. Non-U.S. sales increased by $15.3 million, largely due to increases in sales of refuse trucks, multi-purpose maintenance vehicles and sewer cleaners of $6.4 million, $3.0 million and $1.8 million, respectively. In addition, aftermarket revenues increased by $2.3 million.

Current wording

Net sales for the six months ended June 30, 2024 increased by $71.0 million, or 10%, compared to the prior-year period, primarily due to higher sales volumes, inclusive of the effects of acquisitions and pricing actions. For the six months ended June 30, 2024, U.S. sales increased by $54.1 million, largely due to increases in sales of street sweepers, dump truck bodies, safe-digging trucks, road-marking and line-removal equipment, industrial vacuum loaders, sewer cleaners, hoists and waterblasting equipment of $9.5 million, $9.4 million, $8.1 million, $6.4 million. $5.9 million, $5.7 million, $2.6 million and $1.8 million, respectively. Additionally, aftermarket revenues increased by $4.3 million. Partially offsetting these improvements was a $4.3 million reduction in sales of trailers. Non-U.S. sales increased by $16.9 million, largely due to increases in sales of multi-purpose maintenance vehicles, metal extraction support equipment, dump truck bodies, refuse trucks and sewer cleaners of $5.8 million, $4.5 million, $4.5 million, $3.4 million and $1.6 million, respectively. In addition, aftermarket revenues increased by $1.9 million. Partially offsetting these improvements were reductions in sales of safe-digging trucks, waterblasting equipment and street sweepers of $1.8 million, $1.3 million and $1.2 million, respectively, as well as a $0.9 million unfavorable foreign currency translation impact.

Previous wording

Cost of sales for the three months ended March 31, 2024 increased by $18.7 million, or 8%, compared to the prior-year quarter, primarily related to higher sales volumes, inclusive of the effects of acquisitions, and increased material costs. Gross profit margin for the three months ended March 31, 2024 was 24.5%, compared to 22.0% in the prior-year quarter, with the improvement primarily attributable to improved operating leverage from higher sales volumes and benefits from pricing actions.

Current wording

Cost of sales for the six months ended June 30, 2024 increased by $34.1 million, or 6%, compared to the prior-year period, primarily related to higher sales volumes, inclusive of the effects of acquisitions, and increased material costs. Gross profit margin for the six months ended June 30, 2024 was 25.7%, compared to 23.0% in the prior-year period, with the improvement primarily attributable to improved operating leverage from higher sales volumes and benefits from pricing actions.

Previous wording

SEG&A expenses for the three months ended March 31, 2024 increased by $2.3 million, or 8%, compared to the prior-year quarter, primarily due to additional costs from acquired businesses, as well as increases in sales commissions and incentive-based compensation expense. As a percentage of net sales, SEG&A expenses were 8.7% in the current-year quarter, down from 9.0% in the prior-year quarter.

Current wording

SEG&A expenses for the six months ended June 30, 2024 increased by $5.7 million, or 10%, compared to the prior-year period, primarily due to additional costs from acquired businesses, as well as increases in sales commissions and incentive-based compensation expense. As a percentage of net sales, SEG&A expenses were 8.3% in the current-year period, in line with the prior-year period.

Previous wording

Backlog was $1.04 billion at March 31, 2024, compared to $902 million at March 31, 2023.

Current wording

Backlog was $1.02 billion at June 30, 2024, compared to $940 million at June 30, 2023.

Previous wording

The following table summarizes the Safety and Security Systems Group’s operating results as of and for the three months ended March 31, 2024 and 2023:

Current wording

The following table summarizes the Safety and Security Systems Group’s operating results as of and for the three and six months ended June 30, 2024 and 2023:

Previous wording

Total orders for the three months ended March 31, 2024 decreased by $3.9 million, or 5%, compared to the prior-year quarter. U.S. orders increased by $4.1 million, primarily due to improvements in orders for public safety equipment and industrial signaling equipment of $4.7 million and $1.1 million, respectively, partially offset by a $1.7 million reduction in orders for warning systems. Non-U.S. orders decreased by $8.0 million, primarily due to a $6.9 million reduction in orders for public safety equipment in comparison to the prior-year quarter, which included a large fleet order from a customer in Mexico.

Current wording

Total orders for the three months ended June 30, 2024 increased by $5.2 million, or 7%, compared to the prior-year quarter. U.S. orders increased by $9.8 million, primarily due to a $9.7 million improvement in orders for public safety equipment, inclusive of a large fleet order, as well as a $1.1 million increase in orders for industrial signaling equipment, partially offset by a $1.0 million reduction in orders for warning systems. Non-U.S. orders decreased by $4.6 million, primarily due to reductions in orders for public safety equipment and industrial signaling equipment of $3.4 million and $1.2 million, respectively.

Previous wording

Net sales for the three months ended March 31, 2024 increased by $4.2 million, or 6%, compared to the prior-year quarter, inclusive of the effects of higher sales volumes and pricing actions. U.S. sales increased by $5.3 million, driven by improvements in sales of public safety equipment and warning systems of $4.9 million and $1.1 million, respectively, partially offset by a $0.7 million reduction in sales of industrial signaling equipment. Non-U.S. sales decreased by $1.1 million, largely due to reductions in sales of industrial signaling equipment and public safety equipment of $0.9 million and $0.2 million, respectively.

Current wording

Net sales for the three months ended June 30, 2024 increased by $12.2 million, or 18%, compared to the prior-year quarter, inclusive of the effects of higher sales volumes and pricing actions. U.S. sales increased by $11.3 million, driven by increases in sales of public safety equipment, warning systems and industrial signaling equipment of $9.6 million, $1.1 million and $0.6 million, respectively. Non-U.S. sales increased by $0.9 million, largely due to increases in sales of warning systems and public safety equipment of $1.5 million and $1.2 million, respectively, partially offset by a $1.7 million reduction in sales of industrial signaling equipment.

Previous wording

SEG&A expenses for the three months ended March 31, 2024 increased by $2.0 million, or 15%, compared to the prior-year quarter, primarily due to higher sales commissions and incentive-based compensation expense. As a percentage of net sales, SEG&A expenses were 21.9% in the current-year quarter, compared to 20.2% in the prior-year quarter.

Current wording

SEG&A expenses for the three months ended June 30, 2024 increased by $2.1 million, or 15%, compared to the prior-year quarter, primarily due to higher sales commissions and incentive-based compensation expense. As a percentage of net sales, SEG&A expenses were 19.9% in the current-year quarter, compared to 20.3% in the prior-year quarter.

Previous wording

Backlog was $62 million at March 31, 2024, compared to $66 million at March 31, 2023.

Current wording

Backlog was $57 million at June 30, 2024, compared to $67 million at June 30, 2023.

Previous wording

Corporate operating expenses for the three months ended March 31, 2024 were $11.2 million, compared to $10.2 million in the prior-year quarter, with the increase primarily due to higher stock compensation and incentive-based compensation expense, partially offset by a $1.8 million gain associated with an insurance recovery.

Current wording

Corporate operating expenses for the six months ended June 30, 2024 were $21.3 million, compared to $21.1 million in the prior-year period, with the increase primarily due to higher stock compensation and incentive-based compensation expense, partially offset by a $1.8 million gain associated with an insurance recovery and lower medical expenses.

Previous wording

The Company uses its cash flow from operations to fund growth and to make capital investments that sustain its operations, reduce costs, or both. Beyond these uses, remaining cash is used to pay down debt, repurchase shares, fund dividend payments and make pension contributions. The Company may also choose to invest in the acquisition of businesses. In the absence of significant unanticipated cash demands, we believe that the Company’s existing cash balances, cash flow from operations and borrowings available under the Company’s credit facility will provide funds sufficient for these purposes. As of March 31, 2024, there was $147.5 million of cash drawn on the Revolver, $123.4 million outstanding under the term loan facility and $11.1 million of undrawn letters of credit under the 2022 Credit Agreement, with $516.4 million of availability for borrowings. The net cash flows associated with the Company’s rental equipment transactions are included in cash flow from operating activities.

Current wording

The Company uses its cash flow from operations to fund growth and to make capital investments that sustain its operations, reduce costs, or both. Beyond these uses, remaining cash is used to pay down debt, repurchase shares, fund dividend payments and make pension contributions. The Company may also choose to invest in the acquisition of businesses. In the absence of significant unanticipated cash demands, we believe that the Company’s existing cash balances, cash flow from operations and borrowings available under the Company’s credit facility will provide funds sufficient for these purposes. As of June 30, 2024, there was $131.0 million of cash drawn on the Revolver, $122.7 million outstanding under the term loan facility and $11.1 million of undrawn letters of credit under the 2022 Credit Agreement, with $532.9 million of availability for borrowings. The net cash flows associated with the Company’s rental equipment transactions are included in cash flow from operating activities.

Previous wording

The Company’s cash and cash equivalents totaled $48.9 million and $61.0 million as of March 31, 2024 and December 31, 2023, respectively. As of March 31, 2024, $26.4 million of cash and cash equivalents was held by foreign subsidiaries. Cash and cash equivalents held by subsidiaries outside the U.S. typically are held in the currency of the country in which it is located. The Company uses this cash to fund the operating activities of its foreign subsidiaries and for further investment in foreign operations. Generally, the Company has considered such cash to be permanently reinvested in its foreign operations and the Company’s current plans do not demonstrate a need to repatriate such cash to fund U.S. operations. However, in the event that these funds are needed to fund U.S. operations or to satisfy U.S. obligations, they generally could be repatriated. The repatriation of these funds may cause the Company to incur additional U.S. income tax expense, dependent on income tax laws and other circumstances at the time any such amounts are repatriated.

Current wording

The Company’s cash and cash equivalents totaled $48.6 million and $61.0 million as of June 30, 2024 and December 31, 2023, respectively. As of June 30, 2024, $23.1 million of cash and cash equivalents was held by foreign subsidiaries. Cash and cash equivalents held by subsidiaries outside the U.S. typically are held in the currency of the country in which it is located. The Company uses this cash to fund the operating activities of its foreign subsidiaries and for further investment in foreign operations. Generally, the Company has considered such cash to be permanently reinvested in its foreign operations and the Company’s current plans do not demonstrate a need to repatriate such cash to fund U.S. operations. However, in the event that these funds are needed to fund U.S. operations or to satisfy U.S. obligations, they generally could be repatriated. The repatriation of these funds may cause the Company to incur additional U.S. income tax expense, dependent on income tax laws and other circumstances at the time any such amounts are repatriated.

Previous wording

Net cash of $31.3 million was provided by operating activities in the three months ended March 31, 2024, compared to $7.1 million in the prior-year period, with the year-over-year increase primarily due to working capital improvements and higher net income, partially offset by higher incentive-based compensation payments.

Current wording

Net cash of $71.9 million was provided by operating activities in the six months ended June 30, 2024, compared to $43.0 million in the prior-year period, with the year-over-year increase primarily due to higher net income, including cash benefits from the U.S. federal worthless stock deduction refund received in the current-year period, partially offset by higher incentive-based compensation payments and rental fleet investments.

Previous wording

Net cash of $7.6 million was used for investing activities in the three months ended March 31, 2024, compared to $19.4 million in the prior-year period. During the three months ended March 31, 2024, the Company funded $8.4 million of capital expenditures. During the three months ended March 31, 2023, the Company paid initial consideration of $13.4 million to acquire Blasters, and funded $6.0 million of capital expenditures.

Current wording

Net cash of $23.0 million was used for investing activities in the six months ended June 30, 2024, compared to $71.4 million in the prior-year period. During the six months ended June 30, 2024, the Company funded $24.2 million of capital expenditures. During the six months ended June 30, 2023, the Company paid initial consideration of $42.6 million and $13.4 million to acquire Trackless and Blasters, respectively, and funded $15.7 million of capital expenditures.

Previous wording

Net cash of $35.3 million was used for financing activities in the three months ended March 31, 2024, whereas in the prior-year period, net cash of $3.1 million was provided by financing activities. In the three months ended March 31, 2024, the Company paid down $23.5 million of borrowings under its revolving credit facility and $0.8 million under its term loan facility, funded cash dividends and share repurchases of $7.3 million and $0.1 million, respectively, and redeemed $4.1 million of stock in order to remit funds to tax authorities to satisfy employees’ tax withholdings following the vesting of stock-based compensation and the exercise of stock options. In the three months ended March 31, 2023, the Company increased debt borrowings by $12.6 million, funded cash dividends of $5.5 million and redeemed $3.8 million of stock in order to remit funds to tax authorities to satisfy employees’ tax withholdings following the vesting of stock-based compensation and the exercise of stock options. During the three months ended March 31, 2023, the Company also paid $0.5 million to settle the contingent consideration obligation due to the former owners of MRL.

Current wording

Net cash of $60.5 million was used for financing activities in the six months ended June 30, 2024, whereas in the prior-year period, net cash of $29.2 million was provided by financing activities. In the six months ended June 30, 2024, the Company paid down $39.2 million of borrowings under the Revolver and $1.6 million under its term loan facility, funded cash dividends and share repurchases of $14.7 million and $0.1 million, respectively, and redeemed $5.9 million of stock in order to remit funds to tax authorities to satisfy employees’ tax withholdings following the vesting of stock-based compensation and the exercise of stock options. In the six months ended June 30, 2023, the Company increased debt borrowings by $44.7 million, funded cash dividends of $11.6 million and redeemed $5.4 million of stock in order to remit funds to tax authorities to satisfy employees’ tax withholdings following the vesting of stock-based compensation and the exercise of stock options. During the six months ended June 30, 2023, the Company also paid $0.5 million to settle the contingent consideration obligation due to the former owners of MRL, and received $2.0 million from stock option exercises.

Previous wording

During the three months ended March 31, 2024, there have been no material changes in the Company’s contractual obligations and off-balance sheet arrangements as described in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.

Current wording

During the six months ended June 30, 2024, there have been no material changes in the Company’s contractual obligations and off-balance sheet arrangements as described in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.
Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

Income before income taxes for the six months ended June 30, 2024 increased by $41.0 million, or 47%, compared to the prior-year period. The increase resulted from the higher operating income, a $3.9 million reduction in interest expense, and a $0.6 million decrease in other expense.
Rearranged previous paragraphs (1)

Previous report — wording carried elsewhere

Environmental Solutions Group and the Safety and Security Systems Group of 250 basis points and 290 basis points, respectively.