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BRADY CORP

For the period ended Oct 31, 2025. Filed Nov 17, 2025.

View on SEC.gov

About this filing

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

Oct 31, 2025 · Filed Nov 17, 2025

BRC$78.72-1.3%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 2025-04-30; filed 2025-05-16.

0000746598-25-000030

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

Current report: 10-Q

Period ended 2025-10-31; filed 2025-11-17.

0000746598-25-000060

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 83 previous paragraphs and 82 current paragraphs.

41 unchanged; 30 reworded; 11 added; 12 removed; 0 previous and 0 current paragraphs rearranged.

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

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

Added paragraphs (11)

Current report

•Continuing to build a high-performance culture, which rewards execution, fosters inclusion, and strengthens employee engagement, recruitment, and retention.

Current report

Gross margin increased 10.1% to $208.8 million in the three months ended October 31, 2025 compared to $189.7 million in the same period in the prior year. As a percentage of net sales, gross margin increased to 51.5% in the three months ended October 31, 2025 compared to 50.3% in the same period in the prior year. The increase in gross margin as a percentage of net sales is primarily driven by the absence of a $4.1 million non-recurring fair value adjustment related to acquisition inventory recorded in the prior-year period, as well as by organic sales growth in higher gross margin product lines. These benefits were partially offset by incremental tariffs in the current three-month period.

Current report

Operating income increased 15.4% to $68.0 million in the three months ended October 31, 2025, compared to $58.9 million in the same period in the prior year. The increase in operating income was due to organic sales growth in the Americas & Asia reportable segment, gross margin improvement across both reportable segments, and SG&A cost efficiencies in the Europe & Asia segment. Additionally, operating income for three months ended October 31, 2024 included non-recurring acquisition-related and other costs of $5.1 million.

Current report

Investment and other income was $1.7 million in the three months ended October 31, 2025 compared to $1.2 million in the same period in the prior year. The change was primarily due to an increase in the market value of securities held in deferred compensation plans.

Current report

Americas & Asia net sales increased 9.6% to $268.9 million in the three months ended October 31, 2025 compared to $245.4 million in the same period in the prior year. The increase consisted of organic sales growth of 4.7% and sales growth from acquisitions of 4.9%.

Current report

Organic sales in Asia increased approximately 12% in the three months ended October 31, 2025. The organic sales increase in the three-month period was realized throughout Asia with continued growth from electronics manufacturing services providers, technology companies, and industrial suppliers across Japan, India, Malaysia and Singapore. Organic sales growth was primarily driven by growth in the product identification and safety and facility identification product lines.

Current report

Segment profit increased 9.0% to $59.9 million in the three months ended October 31, 2025 compared to $54.9 million in the same period in the prior year. As a percentage of net sales, segment profit was essentially flat at 22.3% compared to 22.4% in the same period in the prior year. The increase in segment profit was primarily due to organic sales growth across the segment. Additionally, segment profit for the three months ended October 31, 2024 included acquisition-related costs and other purchase accounting adjustments. The decrease in segment profit as a percentage of sales was primarily driven by increased investments in R&D, and to a lesser extent, incremental tariffs in the current three-month period.

Current report

Europe & Australia net sales increased 3.6% to $136.4 million in the three months ended October 31, 2025 compared to $131.6 million in the same period in the prior year. The increase reflected a 4.4% benefit from foreign currency translation, which was partially offset by an organic sales decline of 0.8%.

Current report

Organic sales in Australia increased in the low-single digits in the three months ended October 31, 2025. Organic sales growth was primarily driven by growth in the wire identification product line.

Current report

Segment profit increased to $18.7 million in the three months ended October 31, 2025 compared to $13.1 million in the same period of the prior year. As a percentage of net sales, segment profit increased to 13.7% from 10.0% in the same period of the prior year. The increase in segment profit was primarily driven by a more efficient cost structure following reorganization activities completed in the prior fiscal year. Additionally, segment profit for the three months ended October 31, 2024 included acquisition-related costs and other purchase accounting adjustments.

Current report

Net cash provided by operating activities was $33.4 million in the three months ended October 31, 2025, compared to $23.4 million in the same period of the prior year. The increase in cash provided by operating activities was primarily due toimproved profitability from both reportable segments.
Removed paragraphs (12)

Previous report

•Enhancing our high-performance culture, which rewards execution and respects diversity, to elevate employee engagement and improve recruitment and retention practices in order to drive differential performance and execute our strategy.

Previous report

Net sales for the three months ended April 30, 2025 increased 11.4% to $382.6 million compared to $343.4 million in the same period in the prior year. The increase consisted of organic sales growth of 1.6% and sales growth from acquisitions of 10.5%, which was partially offset by a decrease from foreign currency translation of 0.7%. Organic sales growth of 5.4% in the Americas & Asia segment was partially offset by an organic sales decline of 5.4% in the Europe & Australia segment during the three months ended April 30, 2025 compared to the same period in the prior year.

Previous report

Gross margin increased 10.2% to $195.1 million in the three months ended April 30, 2025 compared to $177.0 million in the same period in the prior year. As a percentage of net sales, gross margin decreased to 51.0% from 51.6% in the three-month period. Gross margin increased 9.7% to $560.6 million in the nine months ended April 30, 2025 compared to $510.8 million in the same period in the prior year. As a percentage of net sales, gross margin decreased to 50.2% from 51.2% in the nine-month period. The decrease in gross margin as a percentage of net sales during the three-month period was primarily due to the impact of incremental tariffs, primarily on goods imported to the U.S. from China, and $1.1 million of facility closure and other reorganization costs, which were partially offset by organic sales growth in higher gross margin product lines. The decrease in gross margin as a percentage of net sales during the nine months ended April 30, 2025 was primarily due to a non-recurring increase in cost of goods sold of $4.1 million related to the fair value adjustment to inventory from acquisitions, facility closure and other reorganization costs of $3.0 million, as well as the impact of incremental tariffs, which were partially offset by organic sales growth in higher gross margin product lines.

Previous report

Operating income increased 5.7% to $67.2 million and increased 0.1% to $177.3 million in the three and nine months ended April 30, 2025, respectively, compared to $63.5 million and $177.2 million in the same periods in the prior year. The increase in operating income in both the three and nine-month periods was primarily due to organic sales growth in higher gross margin product lines, which was partially offset by non-recurring acquisition-related costs and incremental amortization expense related to acquired businesses, as well as facility closure and other reorganization costs.

Previous report

Investment and other (expense) income was a net expense of $0.5 million in the three months ended April 30, 2025 compared to net investment income of $1.6 million in the same period in the prior year. Investment and other (expense) income decreased to $2.9 million of net investment income in the nine months ended April 30, 2025 compared to $4.7 million in the same period in the prior year. The change in investment and other (expense) income during both the three and nine-month periods was primarily due to the change in market value of securities held in deferred compensation plans.

Previous report

Americas & Asia net sales increased 12.9% to $253.7 million in the three months ended April 30, 2025 compared to $224.8 million in the same period in the prior year, which consisted of organic sales growth of 5.4% and sales growth from acquisitions of 8.6%, which were partially offset by a decrease from foreign currency translation of 1.1%. Americas & Asia net sales increased 11.4% to $732.9 million in the nine months ended April 30, 2025 compared to $658.0 million in the same period in the prior year, which consisted of organic sales growth of 5.0% and sales growth from acquisitions of 7.9%, which were partially offset by a decrease from foreign currency translation of 1.0% and a decrease due to a divestiture of 0.5%.

Previous report

Organic sales in the Americas increased in the low-single digits in both the three and nine months ended April 30, 2025 compared to the same periods in the prior year. Organic sales growth in both the three and nine-month periods was driven by growth in the wire identification, safety and facility identification and product identification product lines. Organic sales growth was partially offset by an organic sales decline in the people identification product line in the three months ended April 30, 2025, and an organic sales decline in the healthcare identification product line in the nine months ended April 30, 2025.

Previous report

Organic sales in Asia increased approximately 23% in the three months ended April 30, 2025, and increased approximately 13% in the nine months ended April 30, 2025 compared to the same periods in the prior year. The organic sales increase in the three-month period was realized throughout Asia, which included a return to organic sales growth in China. Organic sales growth in the nine-month period resulted from growth throughout Asia, partially offset by flat organic sales in China. Organic sales in both the three and nine-month periods were driven by growth in all major product lines, with particularly strong growth in the product identification and safety and facility identification product lines.

Previous report

Americas & Asia segment profit increased 15.0% to $57.2 million in the three months ended April 30, 2025 compared to $49.7 million in the same period in the prior year. Segment profit increased 10.2% to $158.1 million in the nine months ended April 30, 2025 compared to $143.5 million in the same period in the prior year. As a percentage of net sales, segment profit increased to 22.5% from 22.1% in the three-month period and segment profit decreased to 21.6% from 21.8% in the nine-month period ended April 30, 2025 compared to the same periods in the prior year. The decrease in segment profit as a percentage of sales was primarily due to costs associated with the closure of two facilities, incremental amortization from acquired businesses and purchase accounting adjustments during the nine-month period, which was partially offset by increased profit from organic sales growth.

Previous report

Europe & Australia net sales increased 8.7% to $128.9 million in the three months ended April 30, 2025 compared to $118.6 million in the same period in the prior year, which consisted of sales growth from acquisitions of 14.2% that was partially offset by an organic sales decline of 5.4% and a decrease from foreign currency translation of 0.1%. Europe & Australia net sales increased 12.8% to $383.4 million in the nine months ended April 30, 2025 compared to $340.0 million in the same period in the prior year, which consisted of sales growth from acquisitions of 14.8%, which was partially offset by an organic sales decline of 1.9% and a decrease from foreign currency translation of 0.1%.

Previous report

Europe & Australia segment profit decreased 10.5% to $17.5 million in the three months ended April 30, 2025 compared to $19.5 million in the same period in the prior year. Segment profit decreased 18.4% to $41.9 million in the nine months ended April 30, 2025 compared to $51.3 million in the same period in the prior year. As a percentage of net sales, segment profit decreased to 13.6% from 16.5% for the three-month period and segment profit decreased to 10.9% from 15.1% for the nine-month period ended April 30, 2025, compared to the same periods in the prior year. The decrease in segment profit and segment profit as a percentage of sales was primarily due to incremental amortization from acquired businesses, purchase accounting adjustments and reorganization costs in order to streamline our operating structure.

Previous report

Net cash provided by operating activities was $122.9 million in the nine months ended April 30, 2025, compared to $171.1 million in the same period of the prior year. The decrease in cash provided by operating activities was primarily due to changes in working capital. Increased cash outflows related to inventory were primarily due to new product launches and the timing of facility moves during the nine months ended April 30, 2025. Additionally, higher cash outflows related to accounts payable in the current year were primarily driven by normalization of outstanding payables from acquired businesses.
Reworded paragraphs (30)

Previous wording

Brady Corporation is a global manufacturer and supplier of identification solutions and workplace safety products that identify and protect premises, products and people. The Company is organized and managed on a geographic basis with two reportable segments: Americas & Asia and Europe & Australia. This regional operating structure allows the Company to further integrate its businesses, support continued growth through the application of the best go-to-market strategies in key geographies, facilitate new product development within recent acquisitions and further simplify and scale the global business.

Current wording

Brady Corporation is a global manufacturer and supplier of identification and direct part marking solutions, high-performance materials and workplace safety products that identify and protect premises, products and people. The Company is organized and managed on a geographic basis with two reportable segments: Americas & Asia and Europe & Australia. This regional operating structure allows the Company to further integrate its businesses, support continued growth through the application of the best go-to-market strategies in key geographies, facilitate new product development within recent acquisitions and further simplify and scale the global business.

Previous wording

•Product identification, which includes materials, printing systems, radio frequency identification (“RFID”) and barcode scanners for product identification, engraving equipment, brand protection labeling, work in process labeling, finished product identification, asset tracking labels, asset tags and industrial track and trace applications.

Current wording

•Product identification, which includes materials, printing systems, radio frequency identification (“RFID”) and barcode scanners for product identification, direct part marking, engraving equipment, brand protection labeling, work in process labeling, finished product identification, asset tracking labels, asset tags and industrial track and trace applications.

Previous wording

•Providing the highest level of customer service by aligning with customers' preferred communications channels and leveraging technology to enhance the customer experience.

Current wording

•Delivering a high-quality customer experience by aligning with customers’ preferred communications channels and leveraging technology to strengthen engagement.

Previous wording

•Expanding and enhancing our sales capabilities through an improved digital presence and the use of data-driven marketing automation tools.

Current wording

•Expanding and enhancing sales capabilities through an improved digital presence and the use of data-driven marketing automation tools.

Previous wording

•Maintaining profitability through pricing mechanisms to mitigate the impacts of ongoing supply chain disruptions and inflationary pressures while ensuring prices are market competitive.

Current wording

•Maintaining profitability through pricing mechanisms to mitigate the impacts of ongoing supply chain disruptions and inflationary pressures while ensuring prices remain competitive.

Previous wording

•Integrating recent acquisitions to further enhance our strategic position and accelerate long-term sales growth.

Current wording

•Integrating recent acquisitions to enhance our strategic position and accelerate long-term sales growth.

Previous wording

•Driving operational excellence and executing sustainable efficiency gains within our selling, general and administrative structures and within our global operations including insourcing of critical products and manufacturing activities while reducing our environmental footprint.

Current wording

•Advancing operational excellence by executing sustainable efficiency gains within our selling, general and administrative structures and within our global operations, including cost reduction initiatives, insourcing of critical products and manufacturing activities, and reducing the Company’s environmental footprint.

Previous wording

In recent months, the U.S. government introduced incremental import tariffs on goods imported into the U.S. from numerous countries, triggering reciprocal tariffs and other actions from many trading partners on goods exported from the U.S. Trade policies of the U.S. and other countries, including China, are complex and rapidly evolving. Our strategy of manufacturing products near the point of sale reduces our overall exposure to tariffs, though certain sourced inputs and manufactured items remain subject to incremental tariffs. Our business has incurred, and expects to continue to incur, additional costs as it relates to these incremental tariffs for the remainder of fiscal 2025 and the foreseeable future. The Company has taken and will continue to take action to mitigate inflationary pressures caused by the incremental tariffs through a combination of targeted price increases and surcharges, strategic sourcing adjustments, product portfolio optimization, as well as our ongoing efforts to drive sustainable efficiency gains in our operations and administrative structures.

Current wording

The global trade environment remains complex and is rapidly evolving, driven by the imposition of tariffs on goods entering the U.S. and countermeasures from other nations. Our business has incurred, and expects to continue to incur, additional costs as it relates to these incremental tariffs and countermeasures for the foreseeable future. The Company has taken and will continue to take action to mitigate inflationary pressures caused by the incremental tariffs through a combination of targeted price increases and surcharges, strategic sourcing adjustments, product portfolio optimization, as well as our ongoing efforts to drive sustainable efficiency gains in our operations and administrative structures.

Previous wording

Notwithstanding the fluid situation relating to tariffs, we believe our financial strength positions us well to continue investing in acquisitions and organic growth opportunities, such as expanded sales channels, marketing programs, and research and development (“R&D”). We remain focused on driving sustainable efficiency gains and automation across our operations and selling, general and administrative (“SG&A”) functions, while also returning capital to our shareholders through dividends and share repurchases. At April 30, 2025, we had cash of $152.2 million, as well as a credit agreement with $195.2 million available for future borrowing, which can be increased to $1,085.2 million at the Company's option and subject to certain conditions, for total available liquidity of $1,237.4 million.

Current wording

Notwithstanding the uncertain situation relating to tariffs, we believe our financial strength positions us well to continue investing in acquisitions and organic growth opportunities, such as expanded sales channels, marketing programs, and research and development (“R&D”). We remain focused on driving sustainable efficiency gains and automation across our operations and selling, general and administrative (“SG&A”) functions, while also returning capital to our shareholders through dividends and share repurchases. At October 31, 2025, we had cash of $182.7 million, as well as a credit agreement with $182.0 million available for future borrowing, which can be increased to $1,077.0 million at the Company’s option and subject to certain conditions, for total available liquidity of $1,259.7 million.

Previous wording

The comparability of the operating results for the three and nine months ended April 30, 2025 compared to the same periods in the prior year have been impacted by the acquisitions of Gravotech on August 1, 2024, AB&R on October 1, 2024 and Microfluidic Solutions on April 1, 2025. The operating results of Gravotech, AB&R and Microfluidic Solutions have been included since their acquisition dates. Gravotech has been included in both reportable segments, and AB&R and Microfluidic Solutions have been included in the Americas & Asia reportable segment. The comparability of the year-to-date operating results of the Americas & Asia segment has also been impacted by the divestiture of a non-core business in October 2023.

Current wording

The comparability of the operating results for the three months ended October 31, 2025, compared to the three months ended October 31, 2024, has been impacted by acquisitions of American Barcode and RFID Incorporated (“AB&R”) on October 1, 2024, the Microfluidic Solutions business unit of Funai Electric Co., Ltd. (“Microfluidic Solutions”) on April 1, 2025 and MECCO Partners LLC (“Mecco”) on August 4, 2025. The operating results for each of the acquired companies has been included in the Americas & Asia reportable segment since their acquisition date.

Previous wording

A comparison of results of operating income for the three and nine months ended April 30, 2025 and 2024, is as follows:

Current wording

A comparison of results of operating income for the three months ended October 31, 2025 and 2024 is as follows:

Previous wording

References in this Form 10-Q to “organic sales” refer to sales calculated in accordance with GAAP, excluding the impact of foreign currency translation, sales recorded from acquired companies prior to the first anniversary date of their acquisition, and sales recorded from divested companies up to the first anniversary of their divestiture. The Company's organic sales disclosures exclude the effects of foreign currency translation as foreign currency translation is subject to volatility that can obscure underlying business trends. Management believes that the non-GAAP financial measure of organic sales is meaningful to investors as it provides them with useful information to aid in identifying underlying sales trends in our businesses and facilitating comparisons of our sales performance with prior periods.

Current wording

References in this Quarterly Report on Form 10-Q to “organic sales” refer to sales calculated in accordance with GAAP, excluding the impact of foreign currency translation, sales recorded from acquired companies prior to the first anniversary date of their acquisition, and sales recorded from divested companies up to the first anniversary of their divestiture. The Company’s organic sales disclosures exclude the effects of foreign currency translation as foreign currency translation is subject to volatility that can obscure underlying business trends. Management believes that the non-GAAP financial measure of organic sales is meaningful to investors as it provides them with useful information to aid in identifying underlying sales trends in our businesses and facilitating comparisons of our sales performance with prior periods.

Previous wording

Net sales for the nine months ended April 30, 2025 increased 11.9% to $1,116.3 million compared to $998.0 million in the same period in the prior year. The increase consisted of organic sales growth of 2.6% and sales growth from acquisitions of 10.2%, partially offset by a decrease from foreign currency translation of 0.5% and a decrease of 0.4% due to a divestiture. Organic sales grew 5.0% in the Americas & Asia segment, while organic sales declined 1.9% in the Europe & Australia segment during the nine months ended April 30, 2025 compared to the same period in the prior year.

Current wording

Net sales for the three months ended October 31, 2025 increased 7.5% to $405.3 million compared to $377.1 million in the same period in the prior year. The increase consisted of organic sales growth of 2.8%, sales growth from acquisitions of 3.2%, and a 1.5% increase from foreign translation. Organic sales grew 4.7% in the Americas & Asia segment, while organic sales declined 0.8% in the Europe & Australia segment compared to the same period in the prior year.

Previous wording

R&D expenses increased 8.5% to $19.2 million in the three months ended April 30, 2025 compared to $17.7 million in the same period in the prior year. As a percentage of net sales, R&D expenses decreased to 5.0% in the three-month period compared to 5.1% in the same period in the prior year. R&D expenses increased 13.2% to $56.8 million in the nine months ended April 30, 2025 compared to $50.2 million in the same period in the prior year. As a percentage of net sales, R&D expenses increased to 5.1% from 5.0% in the nine-month period. The increase in R&D spending was primarily due to the acquisition of Gravotech, and, to a lesser extent, an increase in R&D headcount within the Company's organic business. The Company remains committed to investing in new product development to drive long-term organic sales growth. Investments in new printing systems, materials and new product development within recent acquisitions are the primary focus of R&D expenditures in fiscal 2025.

Current wording

R&D expenses increased 23.1% to $23.3 million in the three months ended October 31, 2025 compared to $18.9 million in the same period in the prior year. As a percentage of net sales, R&D expenses increased to 5.7% in the three months ended October 31, 2025 compared to 5.0% in the same period in the prior year. The increase in R&D spending was primarily due to investments in microfluidic technologies and engraving systems associated with the acquisitions of Microfluidic Solutions and Mecco, and, to a lesser extent, an increase in R&D headcount within the Company’s organic business. The Company remains committed to investing in innovative product development to drive long-term organic sales growth. Investments in new printing systems, pressure sensitive materials, engraving systems, microfluidic technologies, scanners and software remain the primary focus of R&D expenditures in fiscal 2026.

Previous wording

SG&A expenses include selling and administrative costs directly attributed to the Americas & Asia and Europe & Australia segments, as well as certain other corporate administrative expenses including finance, information technology, human resources and other administrative expenses. SG&A expenses increased 13.4% to $108.7 million in the three months ended April 30, 2025 compared to $95.8 million in the same period in the prior year. As a percentage of sales, SG&A expenses increased to 28.4% from 27.9% in the three-month period. SG&A expenses increased 15.2% to $326.4 million for the nine months ended April 30, 2025 compared to $283.4 million in the same period in the prior year. As a percentage of net sales, SG&A expenses increased to 29.2% from 28.4% in the nine-month period. The increase in SG&A expenses during the three and nine months ended April 30, 2025 was primarily due to increased headcount and other selling-related costs from acquisitions, including incremental amortization expense from the acquired intangible assets. Amortization expense increased $2.4 million and $7.1 million during the three and nine months ended April 30, 2025 compared to the same periods in the prior year. SG&A expenses during the three and nine months ended April 30, 2025 also include facility closure and other reorganization costs of $2.8 million and $6.6 million, respectively. SG&A expenses during the nine months ended April 30, 2025 also include non-recurring acquisition-related costs and other expenses of $1.0 million.

Current wording

SG&A expenses include selling and administrative costs directly attributed to the Americas & Asia and Europe & Australia segments, as well as certain other corporate administrative expenses including finance, information technology, human resources and other administrative expenses. SG&A expenses increased 5.1% to $117.6 million in the three months ended October 31, 2025 compared to $111.8 million in the same period in the prior year. As a percentage of net sales, SG&A decreased to 29.0% in the three months ended October 31, 2025, compared to 29.7% in the same period in the prior year. The decrease in SG&A as a percentage of net sales is primarily due to cost reductions from reorganization activities completed in the prior fiscal year.

Previous wording

Interest expense increased to $0.9 million and $3.6 million for the three and nine months ended April 30, 2025, respectively, compared to $0.7 million and $2.3 million in the same periods in the prior year. The increase in interest expense was primarily due to an increase in outstanding borrowings on the Company's credit agreement to fund acquisitions, which was partially offset by a decrease in the weighted average interest rate compared to the same periods in the prior year.

Current wording

Interest expense decreased to $1.2 million in the three months ended October 31, 2025 compared to $1.4 million in the same period in the prior year. The decrease in interest expense was primarily due to a decrease in the weighted average interest rate on outstanding borrowings on the Company’s credit agreement during the three months ended October 31, 2025 compared to the same period in the prior year.

Previous wording

The Company's income tax rate was 20.5% and 21.0% for the three months ended April 30, 2025 and 2024, respectively, and the income tax rate was 21.1% for both of the nine-month periods ended April 30, 2025 and 2024. The Company expects its ongoing annual income tax rate to be approximately 21% based on its current global business mix and based on tax laws and statutory rates currently in effect.

Current wording

The Company’s income tax rate was 21.2% and 20.4% for the three months ended October 31, 2025 and 2024, respectively.

Previous wording

The following is a summary of segment information for the three and nine months ended April 30, 2025 and 2024:

Current wording

The following is a summary of segment information for the three months ended October 31, 2025 and 2024:

Previous wording

Organic sales in Australia declined in the mid-single digits in both the three and nine months ended April 30, 2025 compared to the same periods in the prior year. The organic sales decline was primarily driven by a decrease in volume in the safety and facility and wire identification product lines.

Current wording

Organic sales in the Americas increased in the mid-single digits in the three months ended October 31, 2025. Organic sales growth was driven by growth in the wire identification and product identification product lines, which was partially offset by an organic sales decline in the safety and facility identification product line.

Previous wording

Organic sales in Europe declined in the mid-single digits in the three months ended April 30, 2025 and declined in the low-single digits in the nine months ended April 30, 2025 compared to the same periods in the prior year. Organic sales growth in the wire identification product line was more than offset by an organic sales decline in the product identification, safety and facility identification and people identification product lines during both the three and nine-month periods.

Current wording

Organic sales in Europe declined in the low-single digits in the three months ended October 31, 2025. The organic sales decline during the three-month period was primarily driven by a decrease in the people identification and safety and facility identification product lines, which was partially offset by organic sales growth in the wire identification product line. The decline was driven by the Middle East, the United Kingdom and Germany, which was partially offset by growth in France.

Previous wording

The Company's cash balances are generated and held in numerous locations throughout the world. At April 30, 2025, 95% of the Company's cash and cash equivalents were held outside the United States. The Company's organic and inorganic growth has historically been funded by a combination of cash provided by operating activities and debt financing. The Company believes that its cash flow from operating activities and its borrowing capacity are sufficient to fund its anticipated requirements for working capital, capital expenditures, research and development, common stock repurchases, and dividend payments for the next 12 months. Although the Company believes these sources of cash are currently sufficient to fund domestic operations, annual cash needs could require repatriation of cash to the U.S. from foreign jurisdictions, which may result in additional tax payments.

Current wording

The Company’s cash balances are generated and held in numerous locations throughout the world. At October 31, 2025, approximately 99% of the Company’s cash and cash equivalents were held outside the United States. The Company’s organic and inorganic growth has historically been funded by a combination of cash provided by operating activities and debt financing. The Company believes that its cash flow from operating activities and its borrowing capacity are sufficient to fund its anticipated requirements for working capital, capital expenditures, research and development, common stock repurchases, and dividend payments for the next 12 months. Although the Company believes these sources of cash are currently sufficient to fund domestic operations, annual cash needs could require repatriation of cash to the U.S. from foreign jurisdictions, which may result in additional tax payments.

Previous wording

Cash and cash equivalents were $152.2 million at April 30, 2025, a decrease of $98.0 million from July 31, 2024. The significant changes were as follows:

Current wording

Cash and cash equivalents were $182.7 million at October 31, 2025, a decrease of $8.3 million from July 31, 2025. The significant changes were as follows:

Previous wording

Net cash used in investing activities was $165.1 million in the nine months ended April 30, 2025, which primarily consisted of the acquisition of businesses of $147.2 million and capital expenditures of $18.7 million. Net cash used in investing activities was $70.3 million in the nine months ended April 30, 2024, which primarily consisted of capital expenditures including the purchase of a previously leased facility in Mexico and facility construction costs in Belgium.

Current wording

Net cash used in investing activities was $28.4 million in the three months ended October 31, 2025, primarily reflecting the acquisition of a business for $17.4 million and capital expenditures of $11.0 million. Net cash used in investing activities was $147.9 million in the three months ended October 31, 2024, primarily reflecting acquisition of businesses totaling $140.6 million and capital expenditures of $7.3 million.

Previous wording

Net cash used in financing activities was $52.1 million in the nine months ended April 30, 2025 compared to $89.0 million in the same period in the prior year. The decrease in cash used in financing activities was primarily due to a decline in share repurchases compared to the same period in the prior year.

Current wording

Net cash provided by financing activities was $2.6 million in the three months ended October 31, 2025, compared to $18.3 million of net cash used in financing activities in the same period of the prior year. The change was primarily driven by lower net borrowings and, to a lesser extent, increased share repurchases during the three months ended October 31, 2025 compared to the same period in the prior year.

Previous wording

Our material cash requirements for known contractual obligations include capital expenditures, borrowings on our credit agreement and lease obligations. We believe that net cash provided by operating activities will continue to be adequate to meet our liquidity and capital needs for these items over the next 12 months and in the long-term beyond the next 12 months. We also have cash requirements for purchase orders and contracts for the purchase of inventory and other goods and services, which are based on current and anticipated customer needs and are fulfilled by our suppliers within short time horizons. We do not have significant agreements for the purchase of inventory or other goods or services specifying minimum order quantities. In addition, we may have liabilities for uncertain tax positions, but we do not believe that the cash requirements to meet any of these liabilities will be material.

Current wording

Our material cash requirements for known contractual obligations include capital expenditures, repayment of borrowings on our credit agreement and lease obligations. We believe that net cash provided by operating activities will continue to be adequate to meet our liquidity and capital needs for these items over the next 12 months and in the long-term beyond the next 12 months. We also have cash requirements for purchase orders and contracts for the purchase of inventory and other goods and services, which are based on current and anticipated customer needs and are fulfilled by our suppliers within short time horizons. We do not have significant agreements for the purchase of inventory or other goods or services specifying minimum order quantities. In addition, we may have liabilities for uncertain tax positions, but we do not believe that the cash requirements to meet any of these liabilities will be material.

Previous wording

On October 10, 2024, the Company and certain of its subsidiaries entered into a Third Amendment to Credit Agreement (“Amendment No. 3”) with a group of six banks, which amended the original credit agreement dated August 1, 2019. Amendment No. 3 amended the credit agreement to, among other things, change the applicable benchmark under the credit agreement for borrowings denominated in Canadian Dollars from the Canadian Dollar Offered Rate (“CDOR”) to the adjusted Term Canadian Overnight Repo Rate Average Rate (“CORRA”). Borrowings under Amendment No. 3 are unsecured and are guaranteed by certain of the Company's domestic subsidiaries.

Current wording

On October 10, 2024, the Company and certain of its subsidiaries entered into a third amendment to the credit agreement to, among other items, change the applicable benchmark rate for borrowings denominated in Canadian Dollars under the credit agreement.

Previous wording

As of April 30, 2025, the outstanding balance on the Company's credit agreement was $102.8 million. The maximum amount outstanding on the credit agreement during the nine months ended April 30, 2025 was $144.8 million. As of April 30, 2025, the U.S. dollar-denominated borrowings of $42.0 million bear interest at 5.3%; the Euro-denominated borrowings of €44.0 million bear interest at 3.2%; and the British Pound-denominated borrowings of £8.0 million bear interest at 5.3%. The Company had letters of credit outstanding under the credit agreement of $2.0 million as of April 30, 2025, and there was $195.2 million available for future borrowing, which can be increased to $1,085.2 million at the Company's option, subject to certain conditions. The credit agreement has a final maturity date of November 14, 2027. As such, borrowings were classified as long-term on the condensed consolidated balance sheets.

Current wording

As of October 31, 2025, the outstanding balance on the Company’s credit agreement was $115.9 million. The maximum amount outstanding on the credit agreement during the three months ended October 31, 2025 was $119.6 million. As of October 31, 2025, the U.S. dollar-denominated borrowings of $54.5 million bear interest at 5.0%; the Euro-denominated borrowings of €44.0 million bear interest at 2.8%; and the British Pound-denominated borrowings of £8.0 million bear interest at 4.8%. The Company had letters of credit outstanding under the credit agreement of $2.1 million as of October 31, 2025 and there was $182.0 million available for future borrowing, which can be increased to $1,077.0 million at the Company’s option, subject to certain conditions. The credit agreement has a final maturity date of November 14, 2027. As such, borrowings were classified as long-term on the condensed consolidated balance sheets.

Previous wording

The Company's credit agreement requires it to maintain certain financial covenants, including a ratio of debt to the trailing twelve months EBITDA, as defined in the debt agreements, of not more than a 3.5 to 1.0 ratio (leverage ratio) and the trailing twelve months EBITDA to interest expense of not less than a 3.0 to 1.0 ratio (interest expense coverage). As of April 30, 2025, the Company was in compliance with these financial covenants, with a ratio of debt to EBITDA, as defined by the agreements, equal to 0.3 to 1.0 and the interest expense coverage ratio equal to 71.5 to 1.0.

Current wording

The Company’s credit agreement requires it to maintain certain financial covenants, including a ratio of debt to the trailing twelve months EBITDA, as defined in the debt agreements, of not more than a 3.5 to 1.0 ratio (leverage ratio) and the trailing twelve months EBITDA to interest expense of not less than a 3.0 to 1.0 ratio (interest expense coverage). As of October 31, 2025, the Company was in compliance with these financial covenants, with a ratio of debt to EBITDA, as defined by the agreements, equal to 0.4 to 1.0 and the interest expense coverage ratio equal to 70.8 to 1.0.

Previous wording

•Increased cost of materials, labor, material shortages and supply chain disruptions, including as a result of tariffs or other impacts of the global trade environment

Current wording

•Increased cost of raw materials, labor, material shortages and supply chain disruptions, including as a result of tariffs or other impacts of the global trade environment

Previous wording

•Ability to identify, integrate, and grow acquired companies, and to manage contingent liabilities from divested businesses

Current wording

•Ability to identify, integrate, and grow acquired companies