FOSTER L B CO

Previous wording

This Quarterly Report on Form 10-Q contains “forward-looking” statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Many of the forward-looking statements provide management's current expectations of future events based on certain assumptions and include any statement that does not directly relate to any historical or current fact. Sentences containing words such as “believe,” “intend,” “plan,” “may,” “expect,” “should,” “could,” “anticipate,” “estimate,” “predict,” “project,” or their negatives, or other similar expressions of a future or forward-looking nature generally should be considered forward-looking statements. Forward-looking statements in this Quarterly Report on Form 10-Q are based on management's current expectations and assumptions about future events that involve inherent risks and uncertainties and may concern, among other things, the Company’s expectations relating to our strategy, goals, projections, valuations and impairments, and plans regarding our financial position, liquidity, capital resources, results of operations and decisions regarding our strategic growth initiatives, market position, and product development. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory, and other risks and uncertainties, most of which are difficult to predict and many of which are beyond the Company’s control. The Company cautions readers that various factors could cause the actual results of the Company to differ materially from those indicated by forward-looking statements. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. Among the factors that could cause the actual results to differ materially from those indicated in the forward-looking statements are risks and uncertainties related to: adverse economic conditions in the markets we serve, including recession, the volatility in the prices for oil and gas, tariffs, duties or trade wars, inflation, rising labor costs, project delays, and budget shortfalls, or otherwise; the disruption of government funding programs as a result of potential periodic government shutdowns; volatility in the global capital markets, including interest rate fluctuations, which could adversely affect our ability to access the capital markets on terms that are favorable to us; restrictions on our ability to draw on our credit agreement, including as a result of any future inability to comply with restrictive covenants contained therein; a decrease in freight or transit rail traffic; a decrease in construction activity; environmental matters and the impact of environmental regulations, including any costs associated with any remediation and monitoring of such matters; the risk of doing business in international markets, including comp…

Excerpt shortened here; the source contains the full paragraph.

Current wording

This Quarterly Report on Form 10-Q contains “forward-looking” statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Many of the forward-looking statements provide management's current expectations of future events based on certain assumptions and include any statement that does not directly relate to any historical or current fact. Sentences containing words such as “believe,” “intend,” “plan,” “may,” “expect,” “should,” “could,” “anticipate,” “estimate,” “predict,” “project,” or their negatives, or other similar expressions of a future or forward-looking nature generally should be considered forward-looking statements. Forward-looking statements in this Quarterly Report on Form 10-Q are based on management's current expectations and assumptions about future events that involve inherent risks and uncertainties and may concern, among other things, the Company’s expectations relating to our strategy, goals, projections, valuations and impairments, and plans regarding our financial position, liquidity, capital resources, results of operations and decisions regarding our strategic growth initiatives, market position, and product development. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory, and other risks and uncertainties, most of which are difficult to predict and many of which are beyond the Company’s control. The Company cautions readers that various factors could cause the actual results of the Company to differ materially from those indicated by forward-looking statements. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. Among the factors that could cause the actual results to differ materially from those indicated in the forward-looking statements are risks and uncertainties related to: adverse economic conditions in the markets we serve, including recession, the volatility in the prices for oil and gas, tariffs, duties or trade wars, inflation, rising labor costs, project delays, and budget shortfalls, or otherwise; the disruption of government funding programs as a result of potential periodic government shutdowns; volatility in the global capital markets, including interest rate fluctuations, which could adversely affect our ability to access the capital markets on terms that are favorable to us; restrictions on our ability to draw on our credit agreement, including as a result of any future inability to comply with restrictive covenants contained therein; a decrease in freight or transit rail traffic; a decrease in construction activity; environmental matters and the impact of environmental regulations, including any costs associated with any remediation and monitoring of such matters; the risk of doing business in international markets, including comp…

Excerpt shortened here; the source contains the full paragraph.

Previous wording

On August 30, 2023, the Company announced the discontinuation of its Bridge Products grid deck product line which was reported in the Steel Products business unit within the Infrastructure segment. For the three and six months ended June 30, 2025, the product line had net sales of $498 and $999, respectively. The Company completed all customer obligations in 2025.

Current wording

On August 30, 2023, the Company announced the discontinuation of its Bridge Products grid deck product line which was reported in the Steel Products business unit within the Infrastructure segment. For the three and nine months ended September 30, 2025, the product line had net sales of $94 and $1,093, respectively. The Company completed all customer obligations in 2025.

Previous wording

During the second quarter of 2025, the Company announced the discontinuation of its Automation and Materials Handling (“AMH”) product line which was reported in the Technology Services and Solutions business unit within the Rail segment (the “AMH Exit”). For the three and six months ended June 30, 2025, AMH had net sales of $813 and $1,220, respectively. The Company incurred a total of $1,351 in exit costs associated with the AMH Exit, which included $655 in inventory and fixed asset write-downs, $507 in personnel expenses, and $189 in other exit costs. Exit costs of $1,085 were recorded in “Cost of goods sold” and $266 were recorded in “Selling and administrative expenses” within our Rail segment. The Company completed the remaining customer obligations in 2025 and all exit costs were incurred in the second quarter of 2025.

Current wording

During the second quarter of 2025, the Company announced the discontinuation of its Automation and Materials Handling (“AMH”) product line which was reported in the Technology Services and Solutions business unit within the Rail segment (the “AMH Exit”). For the three and nine months ended September 30, 2025, AMH had net sales of $530 and $1,750, respectively. During the nine months ended September 30, 2025, the Company incurred a total of $1,351 in exit costs associated with the AMH Exit, which included $655 in inventory and fixed asset write-downs, $507 in personnel expenses, and $189 in other exit costs. Exit costs of $1,085 were recorded in “Cost of goods sold” and $266 were recorded in “Selling and administrative expenses” within our Rail segment. The Company completed the remaining customer obligations in 2025 and all exit costs were incurred in the second quarter of 2025.

Previous wording

During the second quarter of 2026, the Company announced the discontinuation of certain product lines within our Tew Engineering business (the “Tew Exit”) which was reported in the Technology Services and Solutions business unit within the Rail segment. The decision to exit was due to the Company's initiatives to scale back unprofitable product lines in the United Kingdom. The product lines had net sales of $292 and $1,189 for the three months ended June 30, 2026 and 2025, respectively, and $1,252 and $1,834 for the six months ended June 30, 2026 and 2025, respectively. The Company expects to complete remaining customer obligations by 2027. The Company has recognized a total of $2,270 in exit costs associated with the Tew Exit, which included $1,059 in inventory write-downs, $1,159 in personnel expenses, and $52 in other exit costs during the quarter. Exit costs of $2,084 were recorded in “Cost of goods sold” and $186 were recorded in “Selling and administrative expenses” within our Rail segment. In addition to the Tew Exit costs, the Company incurred corporate costs recorded in “Selling and administrative expenses” of $292 related to the execution of strategic initiatives.

Current wording

During the second quarter of 2026, the Company announced the discontinuation of certain product lines within our Tew Engineering business (the “Tew Exit”) which was reported in the Technology Services and Solutions business unit within the Rail segment. The decision to exit was due to the Company's initiatives to scale back unprofitable product lines in the United Kingdom. The product lines had net sales of $1,215 and $943 for the three months ended September 30, 2026 and 2025, respectively, and $2,467 and $2,777 for the nine months ended September 30, 2026 and 2025, respectively. The Company expects to complete remaining customer obligations by 2027. During the nine months ended September 30, 2026, the Company has recognized a total of $2,270 in exit costs associated with the Tew Exit, which included $1,059 in inventory write-downs, $1,159 in personnel expenses, and $52 in other exit costs. Exit costs of $2,084 were recorded in “Cost of goods sold” and $186 were recorded in “Selling and administrative expenses” within our Rail segment. In addition to the Tew Exit costs, for the nine months ended September 30, 2026, the Company incurred corporate costs recorded in “Selling and administrative expenses” of $292 related to the execution of strategic initiatives.

Previous wording

Net sales for the three months ended June 30, 2026 decreased $5,008, or 3.5%, from the prior year quarter, driven by lower sales in both segments. Rail net sales declined $3,961, or 5.2%, while Infrastructure declined $1,047, or 1.5%.

Current wording

Net sales for the three months ended September 30, 2026 increased $29,710, or 21.5%, over the prior year quarter, driven by higher sales in both segments. Rail net sales increased $25,133, or 32.3%, while Infrastructure increased $4,577, or 7.6%.

Previous wording

Selling and administrative expenses for the three months ended June 30, 2026 increased $1,723, or 7.7%, over the prior year quarter, primarily attributable to increased employment costs including higher variable incentive-based compensation costs. Selling and administrative expenses as a percentage of net sales increased 180 bps to 17.4%.

Current wording

Selling and administrative expenses for the three months ended September 30, 2026 increased $1,652, or 7.5%, over the prior year quarter, primarily due to increased employment costs, including increased variable incentive-based compensation and medical costs. Selling and administrative expenses as a percentage of net sales decreased 190 basis points to 14.1%.

Previous wording

Net interest expense for the three months ended June 30, 2026 decreased $599 from the prior year quarter. The Company's outstanding debt balance was $47,993 as of June 30, 2026, compared to $81,628 as of June 30, 2025.

Current wording

Net interest expense for the three months ended September 30, 2026 decreased $487 from the prior year quarter, reflecting lower average borrowings and debt reduction efforts. The Company's outstanding debt balance was $28,690 as of September 30, 2026, compared to $58,722 as of September 30, 2025.

Previous wording

The Company’s effective income tax rate for the three months ended June 30, 2026 was 42.9%, compared to 54.8% in the prior year quarter. The current quarter income tax rate differed from the statutory rate of 21% primarily due to the impact of pre-tax losses in the United Kingdom for which no income tax benefit was recognized due to a valuation allowance.

Current wording

The Company’s effective income tax rate for the three months ended September 30, 2026, was 27.3%, compared to 39.4% in the prior year quarter. The current quarter income tax rate differed from the statutory rate of 21% primarily due to state income taxes and the impact of pre-tax losses in the United Kingdom for which no income tax benefit was recognized due to a valuation allowance.

Previous wording

Net income attributable to the Company for the three months ended June 30, 2026 was $3,112, or $0.29 per diluted share, compared to net income in the prior year quarter of $2,885, or $0.27 per diluted share. The increase is due to reduced interest expense and a lower effective income tax rate.

Current wording

Net income attributable to the Company for the three months ended September 30, 2026 was $6,764, or $0.64 per diluted share, compared to net income in the prior year quarter of $4,354, or $0.40 per diluted share. The increase is due to improved operating income, reduced interest expense, and lower income tax expense.

Previous wording

Rail net sales for the six months ended June 30, 2026 increased $16,800, or 12.9 %, over the prior year period. The increase was primarily driven by Global Friction Management which increased $9,847, or 27.4%, reflecting strong domestic demand and TS&S which increased $7,994, or 46.7%, driven by short term project work in the UK. These increases were partially offset by a decrease in Rail Products net sales of $1,041, or 1.4%.

Current wording

Rail net sales for the three months ended September 30, 2026 increased $25,133, or 32.3 %, over the prior year quarter. Rail Products net sales increased $24,364, or 54.6%, due to higher volumes across all our Rail Products product lines. Technology Services and Solutions (“TS&S”) sales also increased $2,688, or 22.7%, driven by short-term project work in the UK. These increases were partially offset by a decline in Global Friction Management of $1,919, or 9.0%, due to project timing, as certain projects were executed in the first half of the year.

Previous wording

Rail operating income for the three months ended June 30, 2026 decreased $758, or 20.2 %, from the prior year quarter driven by the gross profit decline coupled with $641 of higher selling and administrative costs.

Current wording

Rail operating income for the three months ended September 30, 2026 increased $1,995, or 33.8 %, over the prior year quarter driven by the increase in gross profit offset by increased selling and administrative expenses.

Previous wording

Infrastructure net sales for the three months ended June 30, 2026, decreased $1,047 or 1.5%, from the prior year quarter. The decline was driven by $1,996, or 9.3%, in Steel Products, which was partially offset by sales growth of $949, or 2.1%, in Precast Concrete Products (“Precast”).

Current wording

Infrastructure net sales for the three months ended September 30, 2026 increased $4,577, or 7.6%, over the prior year quarter. The increase was driven by sales growth of $3,876, or 9.0%, in Precast Concrete Products (“Precast”) and $701, or 4.1%, in Steel Products.

Previous wording

Infrastructure operating income for the three months ended June 30, 2026 decreased $195, or 2.9%, from the prior year quarter due to an increase in selling, general and administrative expenses, offset in part by improved gross profit.

Current wording

Infrastructure operating income for the three months ended September 30, 2026, increased $226, or 5.4%, over the prior year quarter due to improved gross profit offset in part by higher selling and administrative costs.

Previous wording

First Six Months 2026 Compared to First Six Months 2025

Current wording

First Nine Months 2026 Compared to First Nine Months 2025

Previous wording

Gross profit for the six months ended June 30, 2026 increased $5,519, or 10.8%, over the prior year period driven primarily by improved sales volumes and business mix in Rail, which increased $3,792. Infrastructure gross profit improved $1,727 due to favorable business mix and manufacturing execution. Gross profit margins improved 60 basis points to 21.8%.

Current wording

Gross profit for the nine months ended September 30, 2026 increased $8,879, or 10.8%, over the prior year period driven by improved volumes in Rail which increased $6,227, or 13.9%. Rail gross profit includes $2,084 of Tew Exit costs for the nine months ended September 30, 2026 and $1,085 of AMH Exit costs for the nine months ended September 30, 2025. Infrastructure gross profit increased $2,652, or 7.1%, due to favorable business mix and manufacturing efficiencies. Gross profit margins declined 30 basis points to 21.3%.

Previous wording

Amortization expense for the three months ended June 30, 2026 decreased $222, or 26.4%, from the prior year quarter due to acquired intangible assets becoming fully amortized.

Current wording

Amortization expense for the nine months ended September 30, 2026 decreased $803, or 30.2%, from the prior year period due to acquired intangible assets becoming fully amortized.

Previous wording

Net interest expense decreased $891 for the six months ended June 30, 2026 compared to the prior year period. The Company's outstanding debt balance was $47,993 as of June 30, 2026, compared to $81,628 as of June 30, 2025.

Current wording

Net interest expense for the nine months ended September 30, 2026 decreased $1,378 from the prior year period, reflecting lower average borrowings resulting from continued debt reduction efforts. The Company's outstanding debt balance was $28,690 as of September 30, 2026, compared to $58,722 as of September 30, 2025.

Previous wording

The Company’s effective income tax rate for the six months ended June 30, 2026 was 32.9%, compared to 79.6% in the prior year period. The current period effective income tax rate differed from the statutory rate of 21% primarily due to the impact of excess tax benefits related to share-based compensation, offset by the impact of pre-tax losses in the United Kingdom for which no income tax benefit was recognized due to a valuation allowance.

Current wording

The Company’s effective income tax rate for the nine months ended September 30, 2026 was 29.7%, compared to 52.7% in the prior year period. The current period effective income tax rate differed from the statutory rate of 21% primarily due to state income taxes, the impact of pre-tax losses in the United Kingdom for which no income tax benefit was recognized due to a valuation allowance, and the impact of excess tax benefits related to share-based compensation.

Previous wording

Net income attributable to the Company for the six months ended June 30, 2026 was $4,612, or $0.44 per diluted share, compared to net income in the prior year period of $775, or $0.07 per diluted share. The higher net income for the six months ended June 30, 2026 was primarily driven by an increase in gross profit, reduced interest expense, and lower amortization expense offset in part by an increase in selling and administrative expenses.

Current wording

Net income attributable to the Company for the nine months ended September 30, 2026 was $11,376, or $1.07 per diluted share, compared to net income in the prior year period of $5,129, or $0.47 per diluted share. The improvement was primarily driven by higher gross profit, lower interest expense, and reduced amortization expense, partially offset by higher selling and administrative expenses.

Previous wording

Rail operating income for the six months ended June 30, 2026 increased $3,918 over the prior year period. The increase was driven by an increase in gross profit associated with higher sales volumes and lower amortization expense.

Current wording

Rail operating income for the nine months ended September 30, 2026 increased $5,913, or 60.4%, over the prior year period. The increase was driven by an increase in gross profit and lower amortization expense.

Previous wording

Infrastructure operating income for the six months ended June 30, 2026 was favorable $778 compared to the prior year period due to improvements in gross profit partially offset by a $989 increase in selling and administrative expenses.

Current wording

Infrastructure operating income for the nine months ended September 30, 2026 was favorable $1,004, or 9.6%, compared to the prior year period due to improvements in gross profit, offset in part by higher selling and administrative expenses.

Previous wording

The Company’s principal sources of liquidity are its existing cash and cash equivalents, cash generated by operations, and the available capacity under the revolving credit facility. The revolving credit facility provides for a total commitment of up to $150,000, of which $101,695 was available for borrowing as of June 30, 2026, subject to covenant restrictions. The Company’s primary needs for liquidity relate to working capital requirements for operations, capital expenditures, debt service obligations, tax obligations, outstanding purchase obligations, acquisitions, restructuring payments, and to support the share repurchase program. The Company’s total debt, including finance leases, was $47,993 and $42,756 as of June 30, 2026 and December 31, 2025, respectively, and was primarily comprised of borrowings under its revolving credit facility.

Current wording

The Company’s principal sources of liquidity are its existing cash and cash equivalents, cash generated by operations, and the available capacity under the revolving credit facility. The revolving credit facility provides for a total commitment of up to $150,000, of which $121,099 was available for borrowing as of September 30, 2026, subject to covenant restrictions. The Company’s primary needs for liquidity relate to working capital requirements for operations, capital expenditures, debt service obligations, tax obligations, outstanding purchase obligations, acquisitions, restructuring payments, and to support the share repurchase program. The Company’s total debt, including finance leases, was $28,690 and $42,756 as of September 30, 2026 and December 31, 2025, respectively, and was primarily comprised of borrowings under its revolving credit facility.

Previous wording

As of June 30, 2026, we were in compliance with all covenants of the Credit Agreement and have $107,478 available funding capacity, subject to covenant restrictions.

Current wording

As of September 30, 2026, we were in compliance with all covenants of the Credit Agreement and had $128,347 available funding capacity, subject to covenant restrictions.

Previous wording

The changes in cash and cash equivalents for the six months ended June 30, 2026 and 2025 were as follows:

Current wording

The changes in cash and cash equivalents for the nine months ended September 30, 2026 and 2025 were as follows:

Previous wording

During the six months ended June 30, 2026, net cash provided by operating activities was $7,422, compared to net cash used in operating activities of $15,734 during the prior year period. For the six months ended June 30, 2026, net income and adjustments to reconcile net income from operating activities provided $16,129, compared to $12,553 in the prior year period. Working capital and other assets and liabilities were a use of $8,707 in the current period, compared to a use of $28,287 in the prior year period. The increase in operating cash flow for the six months ended June 30, 2026 compared to the prior year period was largely driven by lower working capital needs and improved profitability.

Current wording

During the nine months ended September 30, 2026, net cash provided by operating activities was $30,975, compared to net cash provided by operating activities of $13,447 during the prior year period. For the nine months ended September 30, 2026, net income and adjustments to reconcile net income from operating activities provided $29,313, compared to $23,380 in the prior year period. Working capital and other assets and liabilities provided $1,662 in the current period, compared to a use of $9,933 in the prior year period. The increase in operating cash flow for the nine months ended September 30, 2026 compared to the prior year period was largely driven by lower working capital needs and improved profitability.

Previous wording

Capital expenditures for the six months ended June 30, 2026 and 2025 were $6,521 and $5,248, respectively. Capital expenditures in both periods primarily relate to general plant and operational improvements throughout the Company, as well as organic growth initiatives.

Current wording

Capital expenditures for the nine months ended September 30, 2026 and 2025 were $9,244 and $8,057, respectively. Capital expenditures in both periods primarily relate to general plant and operational improvements throughout the Company, as well as organic growth initiatives.

Previous wording

During the six months ended June 30, 2026, outstanding debt increased $5,271 compared with an increase of $32,340 during the six months ended June 30, 2025. The lower increase in borrowings from the prior year period was primarily driven by operating cash generation from lower working capital requirements and a reduction in treasury stock repurchases. During the six months ended June 30, 2026, the Company repurchased $4,263 of its stock to satisfy employee tax withholding obligations related to the issuance of equity-based compensation awards. The Company also made deferred acquisition-related payments of $403 and $782, during the six months ended June 30, 2026 and 2025, respectively, related to the June 2022 acquisition of Skratch Enterprises Ltd. These payments were deferred at the date of the acquisition in accordance with the purchase agreement. Additionally, during the six months ended June 30, 2025, the Company incurred debt issuance costs of $706 associated with entering into the June 27, 2025 Fifth Amended and Restated Credit Agreement.

Current wording

During the nine months ended September 30, 2026, outstanding debt decreased $14,058 compared with an increase of $9,963 during the nine months ended September 30, 2025. The decrease in borrowings from the prior year period was primarily driven by operating cash generation from lower working capital requirements and a reduction in treasury stock repurchases. During the nine months ended September 30, 2026, the Company repurchased $4,263 of its stock to satisfy employee tax withholding obligations related to the issuance of equity-based compensation awards. The Company also made deferred acquisition-related payments of $403 and $782, during the nine months ended September 30, 2026 and 2025, respectively, related to the June 2022 acquisition of Skratch Enterprises Ltd. These payments were deferred at the date of the acquisition in accordance with the purchase agreement. Additionally, during the nine months ended September 30, 2025, the Company incurred debt issuance costs of $706 associated with entering into the June 27, 2025 Fifth Amended and Restated Credit Agreement.

Previous wording

The Board of Directors previously authorized the repurchase of up to $15,000 of the Company's common shares until February 2025, pursuant to the terms of the previously disclosed stock repurchase program adopted March 3, 2023, as amended August 5, 2024. On March 3, 2025, the Company's Board of Directors approved a new authorization to repurchase up to $40,000 of the Company's common stock in open market transactions and/or 10b5-1 trading plans through February 29, 2028. The Company did not repurchase any shares during the six months ended June 30, 2026 under this program. From February 2023 through June 30, 2026, the Company repurchased a total of 1,016,899 shares of its stock for $23,554 under both programs.

Current wording

The Board of Directors previously authorized the repurchase of up to $15,000 of the Company's common shares until February 2025, pursuant to the terms of the previously disclosed stock repurchase program adopted March 3, 2023, as amended August 5, 2024. On March 3, 2025, the Company's Board of Directors approved a new authorization to repurchase up to $40,000 of the Company's common stock in open market transactions and/or 10b5-1 trading plans through February 29, 2028. The Company did not repurchase any shares during the nine months ended September 30, 2026 under this program. From February 2023 through September 30, 2026, the Company repurchased a total of 1,016,899 shares of its stock for $23,554 under both programs.

Previous wording

As of June 30, 2026, the Company had $5,783 in cash and cash equivalents and $101,695 of availability under its revolving credit facility, subject to covenant restrictions. As of June 30, 2026, approximately $4,430 of the Company’s cash and cash equivalents were held in non-domestic bank accounts.

Current wording

As of September 30, 2026, the Company had $7,248 in cash and cash equivalents and $121,099 of availability under its revolving credit facility, subject to covenant restrictions. As of September 30, 2026, approximately $6,339 of the Company’s cash and cash equivalents were held in non-domestic bank accounts.

Previous wording

Savings Bank as a participant. The Credit Agreement, which expires on June 27, 2030, provides for a five-year, revolving credit facility that permits aggregate borrowings of the Borrowers up to $150,000 with sublimits for (a) the issuance of letters of credit in dollars and in alternative currencies in an amount not to exceed the dollar equivalent of $30,000, and (b) borrowings of swing loans in dollars in an amount not to exceed $20,000; and with an incremental loan feature not to exceed $60,000. For a discussion of the terms and availability of the credit facilities, please refer to Note 7 of the Notes to Condensed Consolidated Financial Statements contained in this Quarterly Report on Form 10-Q.

Current wording

On June 27, 2025, the Company, its domestic subsidiaries, and certain of its Canadian and United Kingdom subsidiaries (collectively, the “Borrowers”), entered into the Fifth Amended and Restated Credit Agreement (the “Credit Agreement”) with PNC Bank, N.A., Bank of America, N.A., Citizens Bank, N.A., and Wells Fargo Bank N.A. as Co-Syndication Agents, and Dollar Bank, Federal Savings Bank as a participant. The Credit Agreement, which expires on June 27, 2030, provides for a five-year, revolving credit facility that permits aggregate borrowings of the Borrowers up to $150,000 with sublimits for (a) the issuance of letters of credit in dollars and in alternative currencies in an amount not to exceed the dollar equivalent of $30,000, and (b) borrowings of swing loans in dollars in an amount not to exceed $20,000; and with an incremental loan feature not to exceed $60,000. For a discussion of the terms and availability of the credit facilities, please refer to Note 7 of the Notes to Condensed Consolidated Financial Statements contained in this Quarterly Report on Form 10-Q.

Previous wording

In accordance with SEC rules, the Company provides descriptions of the non-GAAP financial measures included in this filing and reconciliations to the most closely related GAAP financial measures. The Company believes that these measures provide useful perspective on underlying business trends and results and a supplemental measure of year-over-year results. The non-GAAP financial measures described below are used by management in making operating decisions, allocating financial resources and for business strategy purposes and may, therefore, also be useful to investors as they are a view of our business results through the eyes of management. These non-GAAP financial measures are not intended to be considered by the user in place of the related GAAP financial measure, but rather as supplemental information to our business results. These non-GAAP financial measures may not be the same as similar measures used by other companies due to possible differences in method and in the items or events being adjusted.

Current wording

In accordance with SEC rules, the Company provides descriptions of the non-GAAP financial measures included in this filing and reconciliations to the most closely related GAAP financial measures. The Company believes that these measures provide useful perspective on underlying business trends and results and a supplemental measure of year-over-year results. The non-GAAP financial measures described below are used by management in making operating decisions, allocating financial resources and for business strategy purposes and may, therefore, also be useful to investors as they are a view of our business results through the eyes of management. These non-GAAP financial measures are not intended to be considered by the user in place of the related GAAP financial measure, but rather as supplemental information to our business results. These non-GAAP financial measures may not be the same as similar measures used by other companies due to possible differences in methods and in the items or events being adjusted.