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CARLISLE COMPANIES INC

For the period ended Jun 30, 2025. Filed Jul 31, 2025.

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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, 2025 · Filed Jul 31, 2025

CSL$396.61+5.6%Stored close · as of Nov 9, 2026

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Notes to Condensed Consolidated Financial Statements (Unaudited)

Note 1—Basis of Presentation

These unaudited Condensed Consolidated Financial Statements include the accounts of Carlisle Companies Incorporated and its wholly owned subsidiaries (collectively, "Carlisle" or the "Company").

These unaudited Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP"), but they do not include all information required for complete financial statements. As such, they should be read in conjunction with the Company’s audited Consolidated Financial Statements and accompanying notes included in its Annual Report on Form 10-K for the year ended December 31, 2024.

In the opinion of the Company's management, these unaudited Condensed Consolidated Financial Statements contain all normal and recurring adjustments necessary to fairly state the financial results of the interim periods presented. Certain prior period amounts have been reclassified to conform to the current period's presentation.

New Accounting Pronouncements

The Company does not expect any recently issued accounting pronouncements to materially affect its financial position or results of operations.

Note 2—Segment Information

The Company hastwo reportable segments:

Carlisle Construction Materials ("CCM")—this segment produces a complete line of premium single-ply roofing products and warranted roof systems and accessories for the commercial building industry, including ethylene propylene diene monomer ("EPDM"), thermoplastic polyolefin ("TPO") and polyvinyl chloride ("PVC") membrane, polyisocyanurate ("polyiso") insulation, and engineered metal roofing and wall panel systems for commercial and residential buildings.

Carlisle Weatherproofing Technologies ("CWT")—this segment produces building envelope solutions that effectively drive energy efficiency and sustainability in commercial and residential applications. Products include high-performance waterproofing and moisture protection products, protective roofing underlayments, fully integrated liquid and sheet applied air/vapor barriers, sealants/primers and flashing systems, roof coatings and mastics, spray polyurethane foam and coating systems for a wide variety of thermal protection applications and other premium polyurethane products, block-molded expanded polystyrene insulation, engineered products for HVAC applications, and premium products for a variety of industrial and surfacing applications.

Carlisle's chief operating decision maker ("CODM") is its Chief Executive Officer. The CODM uses segment operating income in the annual budget and forecasting process. The CODM considers forecast-to-actual variances on a quarterly basis when making decisions about the allocation of operating and capital resources to each segment. The CODM also uses operating income to assess the performance of each segment and determine the compensation of certain employees.

A summary of financial information by reportable segment follows:

(in millions) · CCM · CWT · Total
Revenue$1,095.6$353.9$1,449.5
Cost of goods sold665.1241.6906.7
Selling and administrative expenses100.064.7164.7
Research and development expenses7.14.011.1
Other operating expense (income), net(1)(0.4)1.10.7
Segment operating income323.842.5366.3
Corporate and unallocated operating expense31.3
Interest expense14.7
Interest income(1.4)
Other non-operating expense (income), net(1.9)
Income from continuing operations before income taxes$323.6

(1)Primarily related to lease terminations and litigation settlements.

(in millions) · CCM · CWT · Total
Revenue$1,088.9$361.7$1,450.6
Cost of goods sold643.1238.0881.1
Selling and administrative expenses97.761.0158.7
Research and development expenses6.52.89.3
Other operating expense (income), net(1)(5.2)0.7(4.5)
Segment operating income346.859.2406.0
Corporate and unallocated operating expense28.5
Interest expense18.8
Interest income(13.8)
Other non-operating expense (income), net(0.1)
Income from continuing operations before income taxes$372.6

(1)Primarily related to lease terminations, insurance settlements, and litigation settlements.

(in millions) · CCM · CWT · Total
Revenue$1,894.1$651.2$2,545.3
Cost of goods sold1,166.0450.81,616.8
Selling and administrative expenses195.0133.4328.4
Research and development expenses15.26.621.8
Other operating expense (income), net(1)(0.7)1.71.0
Segment operating income518.658.7577.3
Corporate and unallocated operating expense58.7
Interest expense29.5
Interest income(7.8)
Other non-operating expense (income), net(1.7)
Income from continuing operations before income taxes$498.6

(1)Primarily related to lease terminations and litigation settlements.

(in millions) · CCM · CWT · Total
Revenue$1,872.5$674.6$2,547.1
Cost of goods sold1,131.6446.11,577.7
Selling and administrative expenses175.0121.0296.0
Research and development expenses13.25.318.5
Other operating expense (income), net(1)(5.3)0.8(4.5)
Segment operating income558.0101.4659.4
Corporate and unallocated operating expense56.7
Interest expense37.4
Interest income(21.7)
Other non-operating expense (income), net(0.4)
Income from continuing operations before income taxes$587.4

(1)Primarily related to lease terminations, insurance settlements, and litigation settlements.

Other financial information by reportable segment follows:

Three Months Ended June 30,
20252024
(in millions)Depreciation and AmortizationCapital ExpendituresDepreciation and AmortizationCapital Expenditures
Carlisle Construction Materials$22.2$18.9$20.4$12.6
Carlisle Weatherproofing Technologies25.89.921.88.4
Segment total48.028.842.221.0
Corporate and unallocated0.9—0.9—
Total$48.9$28.8$43.1$21.0
Six Months Ended June 30,
2025 · 2024
(in millions)Depreciation and AmortizationCapital ExpendituresDepreciation and AmortizationCapital Expenditures
Carlisle Construction Materials$43.8$37.3$36.5$29.5
Carlisle Weatherproofing Technologies51.120.543.715.5
Segment total94.957.880.245.0
Corporate and unallocated1.8—1.8—
Total$96.7$57.8$82.0$45.0

The Company does not report total assets by segment as this is not a metric used by the CODM to allocate resources or evaluate segment performance.

Note 3—Acquisitions

2025 Acquisitions

Bonded Logic

On June 30, 2025, the Company completed the acquisition of selected assets of Bonded Logic, Inc. and Phoenix Fibers, LLC (collectively, "Bonded Logic"), for cash consideration of $60.7 million, subject to customary post-closing purchase price adjustments that are expected to be finalized in the fourth quarter of 2025. Bonded Logic is a U.S. manufacturer of sustainable thermal and acoustical insulation products and is best known for its innovative natural fiber insulation products. The acquisition of Bonded Logic is consistent with Carlisle’s Vision 2030 strategy and its strategic pivot to a pure play building products company. The acquisition reinforces Carlisle’s emphasis on increased investment in innovation, synergistic M&A, delivering on its sustainability commitments, and bringing to market new building envelope products that deliver energy efficiency and contractor labor-savings.

The acquisition has been accounted for using the acquisition method of accounting in accordance with Accounting Standards Codification ("ASC") 805, Business Combinations. The following table summarizes the consideration transferred to acquire Bonded Logic and the preliminary allocation of the purchase price among the assets acquired and liabilities assumed based upon their acquisition date fair values with the remainder allocated to goodwill. The fair values are preliminary and subject to change pending receipt of the final valuation for all acquired assets and liabilities.

Preliminary Allocation
(in millions)As of6/30/2025
Total cash consideration transferred$60.7
Recognized amounts of identifiable assets acquired and liabilities assumed:
Receivables, net3.2
Inventories5.0
Other current assets0.1
Property, plant and equipment13.5
Other intangible assets9.0
Other long-term assets10.2
Accounts payable(3.3)
Other current liabilities(5.2)
Other long-term liabilities(7.7)
Total identifiable net assets24.8
Goodwill$35.9

All of the $9.0 million preliminarily allocated to other intangible assets relates to a technology asset with a useful life of 15 years.

ThermaFoam

On February 3, 2025, the Company completed the acquisition of selected assets of ThermaFoam Operating LLC, PowerFoam LLC, and ThermaFoam Real Estate LLC (collectively, "ThermaFoam"), for cash consideration of $52.9 million, subject to customary post-closing purchase price adjustments that are expected to be finalized in the third quarter of 2025. ThermaFoam provides expanded polystyrene insulation products into the commercial, residential, and infrastructure construction markets through both the ThermaFoam and PowerFoam brands. The purchase of ThermaFoam supports Carlisle’s Vision 2030 strategy and strategic pivot to a pure play building products company, builds on the recently completed acquisition of PFB Holdco, Inc. ("PFB") and leverages Carlisle’s vertically integrated expanded polystyrene capabilities while adding geographic coverage in Texas and the South Central United States.

The acquisition has been accounted for using the acquisition method of accounting in accordance with ASC 805, Business Combinations. The following table summarizes the consideration transferred to acquire ThermaFoam and the preliminary allocation of the purchase price among the assets acquired and liabilities assumed based upon their acquisition date fair values with the remainder allocated to goodwill. The fair values are preliminary and subject to change pending receipt of the final valuation for all acquired assets and liabilities.

Preliminary AllocationMeasurement Period AdjustmentsPreliminary Allocation
(in millions) · As of2/3/2025 · As of6/30/2025
Total cash consideration transferred$52.9$—$52.9
Recognized amounts of identifiable assets acquired and liabilities assumed:
Receivables, net2.70.22.9
Inventories1.4—1.4
Other current assets0.1—0.1
Property, plant and equipment8.8—8.8
Other intangible assets6.7—6.7
Accounts payable(0.9)0.1(0.8)
Other current liabilities(0.6)0.3(0.3)
Total identifiable net assets18.20.618.8
Goodwill$34.7$(0.6)$34.1

The preliminary fair values and weighted average useful lives of the acquired definite-lived intangible assets are as follows:

(in millions)Fair ValueWeighted Average Useful Life (in years)
Customer relationships$6.59
Other intangibles0.25
Total$6.7

2024 Acquisitions

PFB

On December 18, 2024, the Company completed the acquisition of 100% of the equity interests of PFB for cash consideration of $266.5 million, including $6.4 million of cash acquired, subject to certain customary purchase price adjustments that were finalized in the second quarter of 2025. PFB is a leading vertically integrated provider of expanded polystyrene insulation products across Canada and the Midwestern United States.

The following table summarizes the consideration transferred to acquire PFB and the preliminary allocation of the purchase price among the assets acquired and liabilities assumed based upon their acquisition date fair values with the remainder allocated to goodwill. The fair values are preliminary and subject to change pending receipt of the final valuation for all acquired assets and liabilities.

Preliminary AllocationMeasurement Period AdjustmentsPreliminary Allocation
(in millions) · As of12/18/2024 · As of6/30/2025
Total cash consideration transferred$268.9$(2.4)$266.5
Recognized amounts of identifiable assets acquired and liabilities assumed:
Cash and cash equivalents6.4—6.4
Receivables, net9.6—9.6
Inventories14.5—14.5
Other current assets6.6(0.7)5.9
Property, plant and equipment31.7—31.7
Other intangible assets112.811.5124.3
Other long-term assets46.10.146.2
Accounts payable(4.6)0.7(3.9)
Other current liabilities(27.8)13.8(14.0)
Deferred taxes(27.9)(2.2)(30.1)
Other long-term liabilities(43.5)(0.1)(43.6)
Total identifiable net assets123.923.1147.0
Goodwill$145.0$(25.5)$119.5

The preliminary fair values and weighted average useful lives of the acquired definite-lived intangible assets are as follows:

(in millions)Fair ValueWeighted Average Useful Life (in years)
Customer relationships$81.511
Trade names15.015
Technologies27.811
Total$124.3

MTL

On May 1, 2024, the Company completed the acquisition of 100% of the equity of MTL Holdings LLC ("MTL") for cash consideration of $424.6 million, including $10.3 million of cash acquired, subject to certain customary post-closing purchase price adjustments that were finalized in the third quarter of 2024. MTL is a leading provider of prefabricated perimeter edge metal systems and non-insulated architectural metal wall systems for commercial, institutional and industrial buildings.

The following table summarizes the consideration transferred to acquire MTL and the allocation of the purchase price among the assets acquired and liabilities assumed based upon their acquisition date fair values with the remainder allocated to goodwill.

Preliminary AllocationMeasurement Period AdjustmentsFinal Allocation
(in millions) · As of5/1/2024 · As of4/30/2025
Total cash consideration transferred$423.1$1.5$424.6
Recognized amounts of identifiable assets acquired and liabilities assumed:
Cash and cash equivalents10.3—10.3
Receivables, net14.0—14.0
Inventories17.2(0.4)16.8
Other current assets0.9—0.9
Property, plant and equipment10.7(0.3)10.4
Other intangible assets248.3—248.3
Other long-term assets8.10.38.4
Accounts payable(5.9)—(5.9)
Other current liabilities(6.1)—(6.1)
Deferred taxes(6.9)0.4(6.5)
Other long-term liabilities(6.7)(0.9)(7.6)
Total identifiable net assets283.9(0.9)283.0
Goodwill$139.2$2.4$141.6

The fair values and weighted average useful lives of the acquired definite-lived intangible assets are as follows:

(in millions)Fair ValueWeighted Average Useful Life (in years)
Customer relationships$183.113
Trade names44.619
Technologies18.111
Software2.55
Total$248.3

Note 4—Discontinued Operations

On May 21, 2024, the Company completed the sale of Carlisle Interconnect Technologies ("CIT") for cash proceeds of $2.025 billion, subject to certain customary purchase price adjustments, which were finalized in the third quarter of 2024.

A summary of the results from discontinued operations included in the Condensed Consolidated Statements of Income follows:

CITOtherTotal
(Loss) income from discontinued operations before income taxes(1)(0.2)0.1(0.1)
Benefit from provision for income taxes(0.2)(0.2)(0.4)
Income from discontinued operations$—$0.3$0.3

(1)Related to other non-operating income and expenses

CITOtherTotal
Revenues$115.2$—$115.2
Cost of goods sold83.7—83.7
Other operating expense (income), net11.9—11.9
Operating income19.6—19.6
Other non-operating expense (income), net0.11.51.6
Income (loss) from discontinued operations before income taxes and gain on sale19.5(1.5)18.0
(Gain) loss on sale of discontinued operations(462.3)0.1(462.2)
Income (loss) from discontinued operations before income taxes481.8(1.6)480.2
Provision for (benefit from) income taxes53.6(0.6)53.0
Income (loss) from discontinued operations$428.2$(1.0)$427.2
CITOtherTotal
(Loss) income from discontinued operations before income taxes(1)(0.5)2.72.2
(Benefit from) provision for income taxes(1.3)—(1.3)
Income from discontinued operations$0.8$2.7$3.5

(1)Related to other non-operating income and expenses

CITOtherTotal
Revenues$328.6$—$328.6
Cost of goods sold237.5—237.5
Other operating expense (income), net34.4—34.4
Operating income56.7—56.7
Other non-operating expense (income), net(0.1)9.19.0
Income (loss) from discontinued operations before income taxes and gain on sale56.8(9.1)47.7
(Gain) loss on sale of discontinued operations(454.7)0.3(454.4)
Income (loss) from discontinued operations before income taxes511.5(9.4)502.1
Provision for (benefit from) income taxes57.0(3.5)53.5
Income (loss) from discontinued operations$454.5$(5.9)$448.6

A summary of cash flows from discontinued operations included in the Condensed Consolidated Statements of Cash Flows follows:

(in millions)CITOtherTotal
Net cash provided by operating activities$0.8$2.7$3.5
Net cash provided by investing activities———
Net cash used in financing activities(0.8)(2.7)(3.5)
Change in cash and cash equivalents from discontinued operations———
Cash and cash equivalents from discontinued operations at beginning of period———
Cash and cash equivalents from discontinued operations at end of period$—$—$—
(in millions)CITOtherTotal
Net cash provided by (used in) operating activities$20.0$(5.9)$14.1
Net cash provided by investing activities1,983.6—1,983.6
Net cash (used in) provided by financing activities(1)(2,032.4)5.9(2,026.5)
Change in cash and cash equivalents from discontinued operations(28.8)—(28.8)
Cash and cash equivalents from discontinued operations at beginning of period28.8—28.8
Cash and cash equivalents from discontinued operations at end of period$—$—$—

(1)Represents (repayments) or borrowings from the Carlisle cash pool to fund working capital and capital expenditures and return of capital upon sale.

Note 5—Earnings Per Share

The Company’s restricted shares contain non-forfeitable rights to dividends and are considered participating securities for purposes of computing earnings per share pursuant to the two-class method. The numerator in the computation of earnings per share includes income attributable to vested and deferred restricted shares and restricted stock units but excludes unvested restricted shares. The denominator includes the dilutive impact of vested and deferred restricted shares but excludes unvested shares.

Diluted earnings per share is calculated using the treasury stock method and includes stock options and performance share awards as they are contingently issuable. However, neither qualifies as a participating security as they lack non-forfeitable dividend rights.

Income from continuing operations and share data used in the basic and diluted earnings per share computations using the two-class method follows:

Three Months EndedJune 30, · Six Months EndedJune 30,
(in millions, except per share amounts and percentages) · 2025 · 2024 · 2025 · 2024
Income from continuing operations$255.5$285.2$395.6$456.1
Less: dividends declared43.140.388.481.8
Undistributed earnings212.4244.9307.2374.3
Percent allocated to common stockholders(1)99.8%99.8%99.8%99.8%
Undistributed earnings allocated to common stockholders212.0244.4306.6373.6
Add: dividends declared to common shares, restricted stock units and vested and deferred restricted and performance shares43.140.288.381.6
Income from continuing operations attributable to common stockholders$255.1$284.6$394.9$455.2
Shares:
Basic weighted-average shares outstanding43.047.343.647.5
Effect of dilutive securities:
Performance awards0.10.20.10.2
Stock options0.30.40.30.5
Diluted weighted-average shares outstanding43.447.944.048.2
Per share income from continuing operations attributable to common shares:
Basic$5.92$6.02$9.05$9.58
Diluted$5.87$5.94$8.97$9.45
(1)Basic weighted-average shares outstanding43.047.343.647.5
Basic weighted-average shares outstanding and unvested restricted shares expected to vest43.147.443.747.6
Percent allocated to common stockholders99.8%99.8%99.8%99.8%

To calculate earnings per share for income from discontinued operations and for net income, the denominator for both basic and diluted earnings per share is the same as used in the above table.

Three Months EndedJune 30,Six Months EndedJune 30,
(in millions)2025202420252024
Income from discontinued operations attributable to common stockholders for basic and diluted earnings per share$0.3$426.3$3.5$447.7
Net income attributable to common stockholders for basic and diluted earnings per share255.4711.1398.4903.0
Anti-dilutive stock options excluded from earnings per share calculation(1)0.20.10.20.1

(1)Represents stock options excluded from the diluted earnings per share calculation, as such options’ assumed proceeds upon exercise would result in the repurchase of more shares than the underlying award.

Note 6—Revenues

Revenues by End-Market

A summary of revenues disaggregated by end-market follows:

Three Months Ended June 30, 2025Three Months Ended June 30, 2024
(in millions)CCMCWTTotalCCMCWTTotal
Non-residential construction$1,011.5$165.0$1,176.5$1,006.8$163.0$1,169.8
Residential construction84.1158.3242.482.1164.5246.6
Other—30.630.6—34.234.2
Total revenues$1,095.6$353.9$1,449.5$1,088.9$361.7$1,450.6
Six Months Ended June 30, 2025 · Six Months Ended June 30, 2024
(in millions)CCMCWTTotalCCMCWTTotal
Non-residential construction$1,746.3$303.1$2,049.4$1,725.6$297.8$2,023.4
Residential construction147.8288.7436.5146.9309.5456.4
Other—59.459.4—67.367.3
Total revenues$1,894.1$651.2$2,545.3$1,872.5$674.6$2,547.1

Revenues by Geographic Area

A summary of revenues based on the region to which the product was delivered follows:

Three Months Ended June 30, 2025Three Months Ended June 30, 2024
(in millions)CCMCWTTotalCCMCWTTotal
United States$1,011.2$301.4$1,312.6$1,002.3$319.7$1,322.0
International:
Europe64.34.568.857.95.563.4
North America (excluding U.S.)14.544.058.522.232.154.3
Other5.64.09.66.54.410.9
Total international84.452.5136.986.642.0128.6
Total revenues$1,095.6$353.9$1,449.5$1,088.9$361.7$1,450.6
Six Months Ended June 30, 2025 · Six Months Ended June 30, 2024
(in millions)CCMCWTTotalCCMCWTTotal
United States$1,721.7$556.8$2,278.5$1,706.1$598.4$2,304.5
International:
Europe124.19.2133.3113.910.8124.7
North America (excluding U.S.)37.076.9113.940.156.997.0
Other11.38.319.612.48.520.9
Total international172.494.4266.8166.476.2242.6
Total revenues$1,894.1$651.2$2,545.3$1,872.5$674.6$2,547.1

Contract Liabilities

The Company receives payment at inception of contracts for separately priced extended service warranties and revenue is deferred and recognized on a straight-line basis over the life of the contracts. Remaining performance obligations for extended service warranties represent the transaction price for the remaining stand-ready obligation to perform warranty services. A summary of the change in contract liabilities for the six months ended June 30, follows:

(in millions)20252024
Balance as of January 1$350.5$324.0
Revenue deferred23.525.3
Revenue recognized(15.0)(14.1)
Balance as of June 30$359.0$335.2

A summary of estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied or partially unsatisfied as of June 30, 2025, follows:

(in millions)Remainder of 202520262027202820292030Thereafter
Extended service warranties$14.9$28.9$27.9$26.8$25.8$25.0$209.7

Note 7—Income Taxes

The effective income tax rate on continuing operations for the six months ended June 30, 2025, was 20.7%. The year-to-date provision for income taxes included taxes on earnings at an anticipated rate of 23.2% and a tax benefit of $12.6 million of discrete activity primarily related to excess tax benefits from stock compensation and reduced prior year tax liabilities.

The effective income tax rate on continuing operations for the six months ended June 30, 2024, was 22.4%.

Subsequent Event

On July 4, 2025, the U.S. federal government enacted legislation commonly referred to as the One Big Beautiful Bill Act. This legislation includes significant tax law changes affecting corporations. The Company continues to assess the effects of this new legislation but does not expect it to materially affect the Company’s financial position or results of operations.

Note 8—Inventories

A summary of the Company's inventories follows:

(in millions)June 30,2025December 31,2024
Raw materials$169.2$157.0
Work-in-process30.126.1
Finished goods314.3299.8
Reserves(12.7)(10.2)
Inventories$500.9$472.7

Note 9—Other Intangible Assets

A summary of the Company's other intangible assets follows:

June 30, 2025December 31, 2024
(in millions)Acquired CostAccumulated AmortizationNet Book ValueAcquired CostAccumulated AmortizationNet Book Value
Customer relationships$1,479.9$(434.6)$1,045.3$1,456.0$(380.5)$1,075.5
Indefinite lived trade names254.4—254.4252.0—252.0
Technology203.3(111.2)92.1185.6(103.4)82.2
Definite-lived trade names117.6(40.1)77.5117.0(37.0)80.0
Other42.0(27.2)14.837.8(22.6)15.2
Other intangible assets$2,097.2$(613.1)$1,484.1$2,048.4$(543.5)$1,504.9

Note 10—Long-term Debt

A summary of the Company's long-term debt follows:

(in millions)Fair Value(1)
June 30,2025December 31,2024June 30,2025December 31,2024
2.20% Notes due 2032$550.0$550.0$466.1$448.7
2.75% Notes due 2030750.0750.0693.2672.2
3.75% Notes due 2027600.0600.0592.2584.1
Unamortized discount, debt issuance costs and other(4.2)(9.4)
Total debt1,895.81,890.6
Less: current portion of debt4.33.2
Long term-debt$1,891.5$1,887.4

(1)The fair value is estimated based on current yield rates plus the Company’s estimated credit spread available for financings with similar terms and maturities. Based on these inputs, the debt instruments are classified as Level 2 in the fair value hierarchy.

Revolving Credit Facility

During the six months ended June 30, 2025, there wereno borrowings or repayments under the Company's Fifth Amended and Restated Credit Agreement with JPMorgan Chase Bank, N.A. (the "Credit Agreement"). As of June 30, 2025 and December 31, 2024, the Company hadno outstanding balance and $1.0 billion available under the Credit Agreement.

Covenants and Limitations

The Notes and the Credit Agreement require the Company to meet various restrictive covenants and limitations, including certain leverage and interest coverage ratios and limits on outstanding debt balances held by certain subsidiaries. The Company was in compliance with all covenants and limitations as of June 30, 2025 and December 31, 2024.

Letters of Credit and Guarantees

During the normal course of business, the Company enters into commitments in the form of letters of credit and bank guarantees to provide its own financial and performance assurance to third parties. The Company has not issued any guarantees on behalf of any third parties. As of June 30, 2025 and December 31, 2024, the Company had $19.3 million and $22.8 million in letters of credit and bank guarantees outstanding. The Company has multiple arrangements to obtain letters of credit, which include an agreement with unspecified availability and separate agreements for up to $80.0 million in letters of credit, of which $60.7 million was available as of June 30, 2025.

Note 11—Commitments and Contingencies

Litigation

As of June 30, 2025, there were no material developments in the legal proceedings included in Note 16 to the audited Consolidated Financial Statements in the Company's Annual Report on Form 10-K for the year ended December 31, 2024, and there were no new material legal proceedings during the six months ended June 30, 2025.

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