MOHAWK INDUSTRIES INC
For the period ended Mar 29, 2025. Filed May 2, 2025.
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Mar 29, 2025 · Filed May 2, 2025
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Notes to the Condensed Consolidated Financial Statements
- General
Unless this Form 10-Q indicates otherwise or the context otherwise requires, the terms “we,” “our,” “us,” “Mohawk,” or “the Company” as used in this Form 10-Q refer to Mohawk Industries, Inc.
Interim Reporting
The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with instructions to Form 10-Q and do not include all of the information and footnotes required by United States generally accepted accounting principles (“U.S. GAAP”) for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. These statements should be read in conjunction with the Consolidated Financial Statements and notes thereto, and the Company’s description of critical accounting policies, included in the Company’s 2024 Annual Report on Form 10-K, as filed with the Securities and Exchange Commission. Results for interim periods are not necessarily indicative of the results for the year.
Recent Accounting Pronouncements—Recently Adopted
In November 2023, FASB issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which expands segment disclosures for public entities, including requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”), the title and position of the CODM and an explanation of how the CODM uses reported measures of segment profit or loss in assessing segment performance and allocating resources. The new guidance also expands disclosures about a reportable segment’s profit or loss and assets in interim periods and clarifies that a public entity may report additional measures of segment profit if the CODM uses more than one measure of a segment’s profit or loss. The new guidance does not remove existing segment disclosure requirements or change how a public entity identifies its operating segments, aggregates those operating segments, or determines its reportable segments. The guidance effective for fiscal years beginning after December 15, 2023, and subsequent interim periods with early adoption permitted, and requires retrospective application to all prior periods presented in the financial statements. The Company adopted the new standard and the effect of adopting the new standard was not material.
Recent Accounting Pronouncements—Effective in Future Periods
On December 14, 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures, which applies to all entities subject to income taxes. The standard requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The standard also updates the quarterly disclosure requirements for supplemental cash flows information to require disclosure of income taxes paid, net of refunds received. The standard is intended to benefit investors by providing more detailed income tax disclosures that would be useful in making capital allocation decisions. For public business entities, this standard will be effective for annual periods beginning after December 15, 2024. The guidance will be applied on a prospective basis with the option to apply the standard retrospectively. Early adoption is permitted. The Company is assessing the impact of the new guidance.
On November 4, 2024, the FASB issued ASU 2024-03, Disaggregation of income statement expense. ASU 2024-03, as amended by ASU 2025-01, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date, requires disaggregated disclosure of income statement expenses for public business entities (“PBEs”). The ASU does not change the expense captions an entity presents on the face of the income statement; rather, it requires disaggregation of certain expense captions into specified categories in disclosures within the footnotes to the financial statements. The amendments in this update are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the impact of the new guidance.
On November 26, 2024, the FASB issued ASU 2024-04, Induced Conversions of Convertible Debt Instruments, which clarifies the requirements for determining whether certain settlements of convertible debt instruments should be accounted for as an induced conversion. The amendments in this Update are effective for annual reporting periods beginning after December 15, 2025, and interim reporting periods within those annual reporting periods. Early adoption is permitted for all entities that have adopted the amendments in Update 2020-06, and reporting entities can choose either a prospective or retrospective transition approach. The Company is currently evaluating the impact of the new guidance.
- Revenue from Contracts with Customers
Contract Liabilities
The Company records contract liabilities when it receives payment prior to fulfilling a performance obligation. Contract liabilities related to revenues are recorded in accounts payable and accrued expenses on the accompanying Condensed Consolidated Balance Sheets. The revenues related to these performance obligations are expected to be recognized within a twelve-month period. The Company had contract liabilities of $73.6 million and $63.4 million as of March 29, 2025 and December 31, 2024, respectively.
Performance Obligations
Substantially all of the Company’s revenue is recognized at a point in time when the product is either shipped or received from the Company’s facilities and control of the product is transferred to the customer. Accordingly, the Company doesnot recognize a significant amount of revenue from performance obligations satisfied, or partially satisfied, in prior periods, and the amount of such revenue recognized during the three months ended March 29, 2025, and March 30, 2024, was immaterial.
Costs to Obtain a Contract
The Company incurs certain incremental costs to obtain revenue contracts. These costs relate to marketing display structures and are capitalized when the amortization period is greater than one year, with the amount recorded in other assets on the accompanying Condensed Consolidated Balance Sheets. Capitalized costs to obtain contracts were $49.0 million and $61.4 million as of March 29, 2025, and December 31, 2024, respectively. Straight-line amortization expense recognized during the three months ended March 29, 2025, and March 30, 2024, related to these capitalized costs was $12.0 million and $15.8 million, respectively.
Revenue Disaggregation
The Company hasthree reporting segments: Global Ceramic, Flooring North America (“Flooring NA”) and Flooring Rest of the World (“Flooring ROW”). The following table presents the Company’s segment revenues disaggregated by the geographical market location of customer sales and product categories for the three months ended March 29, 2025, and March 30, 2024:
| (In millions) | ||||
|---|---|---|---|---|
| March 29, 2025 | Global Ceramic | Flooring NA | Flooring ROW | Total |
| Geographical Markets: | ||||
| United States | $542.8 | 835.5 | 2.0 | 1,380.3 |
| Europe | 254.2 | 0.4 | 519.6 | 774.2 |
| Latin America | 153.5 | 0.7 | 8.5 | 162.7 |
| Other | 43.3 | 25.8 | 139.5 | 208.6 |
| Total | $993.8 | 862.4 | 669.6 | 2,525.8 |
| Product Categories: | ||||
| Ceramic & Stone | $976.0 | — | — | 976.0 |
| Carpet & Resilient | 17.8 | 677.4 | 193.1 | 888.3 |
| Laminate & Wood | — | 185.0 | 206.7 | 391.7 |
| Other (1) | — | — | 269.8 | 269.8 |
| Total | $993.8 | 862.4 | 669.6 | 2,525.8 |
| March 30, 2024 | Global Ceramic | Flooring NA | Flooring ROW | Total |
|---|---|---|---|---|
| Geographical Markets: | ||||
| United States | $560.4 | 869.7 | 1.6 | 1,431.7 |
| Europe | 255.5 | 0.6 | 565.6 | 821.7 |
| Latin America | 185.1 | 1.0 | 9.9 | 196.0 |
| Other | 43.8 | 28.9 | 157.3 | 230.0 |
| Total | $1,044.8 | 900.2 | 734.4 | 2,679.4 |
| Product Categories: | ||||
| Ceramic & Stone | $1,032.2 | 5.9 | — | 1,038.1 |
| Carpet & Resilient | 12.6 | 700.0 | 214.2 | 926.8 |
| Laminate & Wood | — | 194.3 | 232.3 | 426.6 |
| Other (1) | — | — | 287.9 | 287.9 |
| Total | $1,044.8 | 900.2 | 734.4 | 2,679.4 |
(1) Other includes roofing elements, insulation boards, chipboards and IP contracts.
- Restructuring, Acquisition and Integration-Related Costs
The Company incurs costs in connection with acquiring, integrating and restructuring acquisitions and in connection with its global cost-reduction and productivity initiatives. For example:
In connection with acquisition activity, the Company typically incurs costs associated with executing the transactions, integrating the acquired operations (which may include expenditures for consulting and the integration of systems and processes), and restructuring the combined company (which may include charges related to employees, assets and activities that will not continue in the combined company); and
In connection with the Company’s cost-reduction/productivity initiatives, it typically incurs costs and charges associated with site closings and other facility rationalization actions, including accelerated depreciation (“Asset write-downs”) and workforce reductions.
Restructuring, acquisition transaction and integration-related costs consisted of the following during the three months ended March 29, 2025, and March 30, 2024:
| Three Months Ended | ||
|---|---|---|
| (In millions) | March 29, 2025 | March 30, 2024 |
| Cost of sales: | ||
| Restructuring costs | $25.2 | 5.4 |
| Acquisition integration-related costs | — | 0.1 |
| Restructuring and acquisition integration-related costs | $25.2 | 5.5 |
| Selling, general and administrative expenses: | ||
| Restructuring costs | $0.1 | 1.3 |
| Acquisition transaction-related costs | — | 0.1 |
| Acquisition integration-related costs | — | 1.0 |
| Restructuring, acquisition transaction and integration-related costs | $0.1 | 2.4 |
During 2022 and 2023, the Company implemented a number of restructuring actions, productivity initiatives and manufacturing enhancements focused on reducing costs to enhance future performance, including certain facility, asset and product rationalizations and workforce reductions. In 2024, the Company announced further restructuring actions to take advantage of additional opportunities related to the activities described above.
The following table summarizes the restructuring activities for the three months ended March 29, 2025:
| (In millions) | Asset Write-Downs and (Gains) on Disposals, net | Severance | OtherRestructuringCosts | Total |
|---|---|---|---|---|
| Balance as of December 31, 2024 | $— | 13.0 | — | 13.0 |
| Restructuring costs | ||||
| Global Ceramic | 5.6 | 0.1 | 1.1 | 6.8 |
| Flooring NA | 8.8 | 0.2 | 7.2 | 16.2 |
| Flooring ROW | 2.2 | (0.4) | 0.5 | 2.3 |
| Total restructuring costs | 16.6 | (0.1) | 8.8 | 25.3 |
| Cash proceeds (payments) | 3.1 | (3.6) | (8.1) | (8.6) |
| Non-cash (expense) income | (19.7) | 0.4 | (0.7) | (20.0) |
| Balances as of March 29, 2025 | $— | 9.7 | — | 9.7 |
| Restructuring costs recorded in: | ||||
| Cost of sales | $16.6 | 0.7 | 7.9 | 25.2 |
| Selling, general and administrative expenses | — | (0.8) | 0.9 | 0.1 |
| Total restructuring costs | $16.6 | (0.1) | 8.8 | 25.3 |
The Company currently estimates that it will incur additional restructuring costs of approximately $40-$55 million primarily related to asset write-downs and other restructuring related costs, which are expected to be executed throughout 2025 and into 2026.
As of March 29, 2025, the accrual balance related to restructuring activities was $2.6 million for plans approved prior to 2024 and $7.1 million for plans approved during 2024.
For the plans approved prior to 2024, restructuring expenses of $0.8 million were recorded during the three months ended March 29, 2025. For the plans approved during 2024, restructuring expenses of $24.5 million were recorded during the three months ended March 29, 2025.
The Company expects the remaining severance and other restructuring costs to be paid over the next 12 months.
- Receivables, net
| (In millions) | March 29, 2025 | December 31, 2024 |
|---|---|---|
| Customers, trade | $2,000.2 | 1,674.1 |
| Income tax receivable | 30.1 | 30.3 |
| Other | 185.4 | 159.0 |
| Less: allowance for discounts, claims and doubtful accounts | 86.0 | 59.2 |
| Receivables, net | $2,129.7 | 1,804.2 |
- Inventories
| (In millions) | March 29, 2025 | December 31, 2024 |
|---|---|---|
| Finished goods | $1,876.3 | 1,781.0 |
| Work in process | 143.0 | 142.0 |
| Raw materials | 591.1 | 590.6 |
| Total inventories | $2,610.4 | 2,513.6 |
- Goodwill and Intangible Assets
The components of goodwill and other intangible assets are as follows:
Goodwill:
| (In millions) | Global Ceramic | Flooring NA | Flooring ROW | Total |
|---|---|---|---|---|
| Balance as of December 31, 2024(1) | $— | 372.3 | 739.8 | 1,112.1 |
| Currency translation | — | — | 28.3 | 28.3 |
| Balances as of March 29, 2025 | $— | 372.3 | 768.1 | 1,140.4 |
(1) Net of accumulated impairment losses of $2,886.7 ($1,644.7 in Global Ceramic, $557.9 in Flooring NA and $684.1 in Flooring ROW).
Intangible assets not subject to amortization:
| (In millions) | Tradenames |
|---|---|
| Balance as of December 31, 2024 | $657.8 |
| Currency translation during the period | 20.9 |
| Balance as of March 29, 2025 | $678.7 |
Intangible assets subject to amortization:
| (In millions) | CustomerRelationships | Patents | Other | Total |
|---|---|---|---|---|
| Gross carrying amount | $662.4 | 235.4 | 8.5 | 906.3 |
| Accumulated amortization | (536.3) | (233.6) | (2.3) | (772.2) |
| Net intangible assets subject to amortization | 126.1 | 1.8 | 6.2 | 134.1 |
| Gross carrying amount | 679.2 | 245.0 | 8.8 | 933.0 |
| Accumulated amortization | (556.3) | (243.3) | (2.5) | (802.1) |
| Net intangible assets subject to amortization | $122.9 | 1.7 | 6.3 | 130.9 |
| Three Months Ended | ||
|---|---|---|
| (In millions) | March 29, 2025 | March 30, 2024 |
| Amortization expense | $6.6 | 7.0 |
- Accounts Payable and Accrued Expenses
| (In millions) | March 29, 2025 | December 31, 2024 |
|---|---|---|
| Outstanding checks in excess of cash | $0.8 | 0.6 |
| Accounts payable, trade | 1,124.6 | 978.5 |
| Accrued expenses | 761.1 | 718.3 |
| Product warranties | 28.8 | 30.4 |
| Accrued interest | 16.5 | 18.6 |
| Accrued compensation and benefits | 242.7 | 258.0 |
| Total accounts payable and accrued expenses | $2,174.5 | 2,004.4 |
- Accumulated Other Comprehensive Income (Loss)
| (In millions) | Foreign Currency Translation Adjustments | Prior Pension andPost-Retirement Benefit ServiceCost and Actuarial Gain (Loss) | Total |
|---|---|---|---|
| Balance as of December 31, 2024 | $(1,527.2) | (0.7) | (1,527.9) |
| Current period other comprehensive income (loss) | 255.1 | — | 255.1 |
| Balance as of March 29, 2025 | $(1,272.1) | (0.7) | (1,272.8) |
- Stock-Based Compensation
The Company recognizes compensation expense for all stock-based payments granted based on the grant-date fair value estimated in accordance with the provisions of ASC 718-10. Compensation expense is recognized on a straight-line basis over the awards’ estimated lives for fixed awards with ratable vesting provisions.
The Company granted 304,989 restricted stock units (“RSUs”) at a weighted average grant-date fair value of $116.08 per unit for the three months ended March 29, 2025. The Company granted 288,554 RSUs at a weighted average of grant-date fair value of $114.59 per unit for the three months ended March 30, 2024. The Company recognized stock-based compensation expense related to RSUs of $7.6 million ($5.6 million net of taxes) and $6.8 million ($5.0 million net of taxes) for the three months ended March 29, 2025, and March 30, 2024, respectively, which has been allocated to cost of sales and selling, general and administrative expenses. Pre-tax unrecognized compensation expense for unvested RSUs granted to employees, net of estimated forfeitures, was $43.9 million as of March 29, 2025, and will be recognized as expense over a weighted-average period of approximately 2.28 years.
- Other Income and Expense, net
| Three Months Ended | ||
|---|---|---|
| (In millions) | March 29, 2025 | March 30, 2024 |
| Foreign currency (gains) losses, net | $0.7 | 2.1 |
| All other, net | (1.2) | (3.2) |
| Total other (income) and expense, net | $(0.5) | (1.1) |
- Income Taxes
For the three months ended March 29, 2025, the Company recorded income tax expense of $17.5 million on earnings before income taxes of $90.1 million for an effective tax rate of 19.4%. For the three months ended March 30, 2024, the Company recorded income tax expense of $27.8 million on earnings before income taxes of $132.8 million, for an effective tax rate of 21.0%. The decrease in the effective tax rate was primarily driven by a tax benefit related to a prior period adjustment to deferred taxes during the three months ended March 29, 2025, partially offset by the Company’s geographic dispersion of profits and losses for the respective periods.
- Stockholders’ Equity
The following tables reflect the changes in stockholders’ equity for the three months ended March 29, 2025, and March 30, 2024.
| Total Stockholders’ Equity | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Common Stock · Additional Paid-in Capital · Retained Earnings · Accumulated Other Comprehensive Income (Loss) · Treasury Stock · Noncontrolling Interests · Total Stockholders’ Equity | |||||||||
| (In millions) · Shares · Amount · Shares · Amount | |||||||||
| Balance as of December 31, 2024 | 69.9 | $0.7 | $1,968.8 | $7,325.1 | ($1,527.9) | (7.3) | ($215.3) | $5.5 | $7,556.9 |
| Shares issued under employee and director stock plans, net of shares withheld to pay taxes on employees’ equity awards | 0.1 | — | (5.2) | — | — | — | 0.1 | — | (5.1) |
| Stock-based compensation expense | — | — | 7.6 | — | — | — | — | — | 7.6 |
| Repurchases of common stock | (0.2) | — | — | (25.5) | — | — | — | — | (25.5) |
| Net earnings attributable to noncontrolling interests | — | — | — | — | — | — | — | — | — |
| Currency translation adjustment on noncontrolling interests | — | — | — | — | — | — | — | 0.3 | 0.3 |
| Purchase of noncontrolling interest, net of taxes | — | — | — | — | — | — | — | — | — |
| Currency translation adjustment | — | — | — | — | 255.1 | — | — | — | 255.1 |
| Prior pension and post-retirement benefit service cost and actuarial loss | — | — | — | — | — | — | — | — | — |
| Net earnings | — | — | — | 72.6 | — | — | — | — | 72.6 |
| Balances as of March 29, 2025 | 69.8 | $0.7 | $1,971.2 | $7,372.2 | ($1,272.8) | (7.3) | ($215.2) | $5.8 | $7,861.9 |
| Total Stockholders’ Equity | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Common Stock · Additional Paid-in Capital · Retained Earnings · Accumulated Other Comprehensive Income (Loss) · Treasury Stock · Noncontrolling Interests · Total Stockholders’ Equity | |||||||||
| (In millions) · Shares · Amount · Shares · Amount | |||||||||
| Balance as of December 31, 2023 | 71.0 | $0.7 | $1,947.5 | $6,970.2 | ($1,080.0) | (7.3) | ($215.4) | $6.1 | $7,629.1 |
| Shares issued under employee and director stock plans, net of shares withheld to pay taxes on employees’ equity awards | 0.2 | — | (5.2) | — | — | — | 0.1 | — | (5.1) |
| Stock-based compensation expense | — | — | 6.8 | — | — | — | — | — | 6.8 |
| Repurchases of common stock | — | — | — | — | — | — | — | — | — |
| Net earnings attributable to noncontrolling interests | — | — | — | — | — | — | — | — | — |
| Currency translation adjustment on noncontrolling interests | — | — | — | — | — | — | — | (0.1) | (0.1) |
| Purchase of noncontrolling interest, net of taxes | — | — | — | — | — | — | — | (0.1) | (0.1) |
| Currency translation adjustment | — | — | — | — | (87.8) | — | — | — | (87.8) |
| Prior pension and post-retirement benefit service cost and actuarial gain | — | — | — | — | — | — | — | — | — |
| Net earnings | — | — | — | 105.0 | — | — | — | — | 105.0 |
| Balances as of March 30, 2024 | 71.2 | $0.7 | $1,949.1 | $7,075.2 | ($1,167.8) | (7.3) | ($215.3) | $5.9 | $7,647.8 |
- Earnings Per Share
Basic earnings per common share is computed by dividing net earnings available to common stockholders by the weighted average number of common shares outstanding during each period. Diluted earnings per common share assumes the vesting of RSUs using the treasury stock method when the effects of such assumptions are dilutive. A reconciliation of net earnings attributable to Mohawk Industries, Inc. and weighted-average common shares outstanding for purposes of calculating basic and diluted earnings per share is as follows:
| Three Months Ended | ||
|---|---|---|
| (In millions, except per share data) | March 29, 2025 | March 30, 2024 |
| Net earnings attributable to Mohawk Industries, Inc. | $72.6 | 105.0 |
| Weighted-average common shares outstanding—basic and diluted: | ||
| Weighted-average common shares outstanding—basic | 62.6 | 63.7 |
| Add dilutive potential common shares—RSUs | 0.3 | 0.3 |
| Weighted-average common shares outstanding—diluted | 62.9 | 64.0 |
| Earnings per share attributable to Mohawk Industries, Inc. | ||
| Basic | $1.16 | 1.65 |
| Diluted | $1.15 | 1.64 |
- Segment Reporting
The Company hasthree reporting segments: Global Ceramic, Flooring NA and Flooring ROW. Global Ceramic designs, manufactures, sources and markets a broad line of ceramic tile, porcelain tile, natural stone, porcelain slabs, quartz countertops and other products, which it distributes primarily in North America, Europe and Latin America through its network of regional distribution centers and Company-operated service centers using Company-operated trucks, common carriers or rail transportation. The segment’s product lines are sold through Company-operated service centers, independent distributors, home center retailers, tile and flooring retailers and contractors. Flooring NA designs, manufactures, sources and markets its floor covering product lines, including carpets, rugs, carpet pad, laminate, resilient (includes sheet vinyl and LVT) and wood flooring, which it distributes through its network of regional distribution centers and satellite warehouses using Company-operated trucks, common carriers or rail transportation. The segment’s product lines are sold through various selling channels, including independent floor covering retailers, distributors, home centers, mass merchandisers, department stores, shop at home, buying groups, commercial contractors and commercial end users. Flooring ROW designs, manufactures, sources, licenses and markets laminate, sheet vinyl, LVT, wood flooring, roofing elements, insulation boards, medium-density fiberboard (“MDF”), chipboards and other wood products, which it distributes primarily in Europe and Australasia through various selling channels, which include retailers, Company-operated distributors, independent distributors and home centers.
In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which expands segment disclosures for public entities, including requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”), the title and position of the CODM and an explanation of how the CODM uses reported measures of segment profit or loss in assessing segment performance and allocating resources. The new guidance also expands disclosures about a reportable segment’s profit or loss and assets in interim periods and clarifies that a public entity may report additional measures of segment profit if the CODM uses more than one measure of a segment’s profit or loss. The new guidance does not remove existing segment disclosure requirements or change how a public entity identifies its operating segments, aggregates those operating segments, or determines its reportable segments. Effective January 1, 2024, the Company adopted the new disclosure guidance.
The Chief Executive Officer (“CEO”), Chief Operating Officer (“COO”) and Chief Financial Officer (“CFO”) of the Company collaborate to gather information that the CEO uses to assess performance and make resource allocation decisions for the operating segments. The CEO frequently makes operational and resource allocation decisions and is also responsible for strategic decisions. Since the CEO makes crucial operating and resource allocation decisions with support from the other senior executives, the CEO is the CODM for purposes of Topic 280.
The Company internally provides the following discrete segment financial information to its CODM: total assets; geographic net sales; long-lived assets; net sales by product categories; net sales; gross profit; selling, general, and administrative expenses; operating income; depreciation expenses and capital expenditures. This key segment information, including both significant segment expenses and assets, is used by the CODM to evaluate performance and allocate resources to the segments.
Significant segment expenses and assets information is as follows:
| Three Months Ended | ||
|---|---|---|
| (In millions) | March 29, 2025 | March 30, 2024 |
| Net sales: | ||
| Global Ceramic | $993.8 | 1,044.8 |
| Flooring NA | 862.4 | 900.2 |
| Flooring ROW | 669.6 | 734.4 |
| Total | $2,525.8 | 2,679.4 |
| Gross profit (loss): | ||
| Global Ceramic | $259.8 | 273.9 |
| Flooring NA | 170.4 | 204.8 |
| Flooring ROW | 152.7 | 171.0 |
| Corporate and intersegment eliminations | 0.4 | (0.2) |
| Total | $583.3 | 649.5 |
| Selling, general and administrative expenses: | ||
| Global Ceramic | $218.0 | 225.2 |
| Flooring NA | 161.2 | 159.8 |
| Flooring ROW | 94.0 | 100.1 |
| Corporate and intersegment eliminations | 14.1 | 17.8 |
| Total | $487.3 | 502.9 |
| Operating income (loss): | ||
| Global Ceramic | $41.8 | 48.8 |
| Flooring NA | 9.3 | 45.0 |
| Flooring ROW | 58.7 | 70.9 |
| Corporate and intersegment eliminations | (13.8) | (18.1) |
| Total | $96.0 | 146.6 |
| Three Months Ended | ||
|---|---|---|
| (In millions) | March 29, 2025 | March 30, 2024 |
| Depreciation and amortization: | ||
| Global Ceramic | $53.6 | 55.5 |
| Flooring NA | 56.3 | 56.1 |
| Flooring ROW | 38.7 | 40.3 |
| Corporate and intersegment eliminations | 1.8 | 2.3 |
| Total | $150.4 | 154.2 |
| Capital expenditures (excluding acquisitions): | ||
| Global Ceramic | $31.9 | 21.5 |
| Flooring NA | 34.0 | 28.6 |
| Flooring ROW | 23.2 | 29.6 |
| Corporate and intersegment eliminations | — | 7.1 |
| Total | $89.1 | 86.8 |
| (In millions) | March 29, 2025 | December 31, 2024 |
|---|---|---|
| Assets: | ||
| Global Ceramic | $4,890.7 | 4,591.0 |
| Flooring NA | 4,053.0 | 3,925.5 |
| Flooring ROW | 3,783.5 | 3,594.7 |
| Corporate and intersegment eliminations | 681.3 | 667.4 |
| Total | $13,408.5 | 12,778.6 |
- Commitments and Contingencies
From time to time in the regular course of its business, the Company is involved in various lawsuits, claims, investigations and other legal matters. Except as noted below, there are no material legal proceedings pending or known by the Company to be contemplated to which the Company is a party or to which any of its property is subject.
Perfluoroalkyl and Polyfluoroalkyl Substances (“PFAS”) Litigation
In December 2019, Jarrod Johnson filed a putative class action against certain manufacturers, suppliers, and users of chemicals containing certain PFAS in the Superior Court of Floyd County, Georgia purporting to represent all water subscribers with the Rome (Georgia) Water and Sewer Division and/or the Floyd County (Georgia) Water Department seeking to recover, among other things, damages in the form of alleged increased rates and surcharges incurred by ratepayers for the costs associated with eliminating certain PFAS from their drinking water, as well as injunctive relief. The defendants removed the class action to federal court. On December 10, 2024, the Court granted the Company’s partial motion for summary judgment finding that Johnson did not have standing to pursue a claim for injunctive relief. The ratepayer claims remain pending. In April 2023, Shelby County, Alabama and Talladega County, Alabama filed a complaint in the Circuit Court of Talladega County, Alabama against certain manufacturers, suppliers, and users of chemicals containing certain PFAS, seeking monetary damages and injunctive relief and claiming that their water supplies contain excessive amounts of PFAS. Since the third quarter of 2024, approximately 10 additional cases have been filed by various counties, municipalities and water authorities in Georgia and South Carolina against the Company and certain manufacturers, suppliers, and users of chemicals containing certain PFAS, claiming PFAS contamination and seeking monetary damages and injunctive relief. The Company continues to vigorously defend against these claims.
In December 2024, the City of Dalton, Georgia filed an action in the United States District Court for the Northern District of Georgia asserting state and federal claims, including a claim under the Comprehensive Environmental Response, Compensation, and Liability Act (“CERCLA”) against certain manufacturers, suppliers, and users of chemicals containing certain PFAS, seeking monetary damages and injunctive relief related to its publicly-owned treatment works. The Company continues to vigorously defend against these claims.
In December 2024, a putative class action was filed in the United States District Court for the Eastern District of Tennessee against the Company, alleging products liability and consumer protection claims on behalf of consumers who allegedly suffered economic harm by purchasing carpet containing excessive amounts of PFAS. The plaintiff has dismissed the case without prejudice.
In January 2024, landowners in Calhoun sued the City of Calhoun, Georgia chemical manufacturers, and various carpet companies (including the Company) relating to Calhoun disposing PFAS-containing sludge on the landowners’ property. The City of Calhoun filed cross-claims against the chemical and carpet manufacturers in February 2024, seeking monetary damages and injunctive relief and claiming that its water supplies contain excessive amounts of PFAS. Relatedly, in May 2024, additional landowners near the sludge field filed suit against the Company and the same defendants, and the City of Calhoun filed cross-claims in that suit as well. In January 2025, additional landowners near the sludge field filed a similar suit against the Company and the same defendants. The Company believes it has substantial defenses against the allegations and will continue to vigorously defend against these claims.
Silica Litigation
The Company is subject to certain personal injury claims related to exposure to silica dust that have been submitted against it or its subsidiaries. Almost all of these outstanding claims have been filed against the Company by a single plaintiff group in California, bringing the total number of cases brought by this plaintiff group and now outstanding to approximately 160. The Company believes it has substantial defenses against the allegations and will continue to vigorously defend against these claims.
Securities Actions
The Company and certain of its present and former executive officers were named as defendants in certain investor actions, filed in the State Court of Fulton County of the State of Georgia on April 22, 2021, and April 23, 2021. The claims alleged include fraud, negligent misrepresentation, violations of the Georgia Securities Act, and violations of the Georgia Racketeering and Corrupt Organizations statute. Plaintiffs in the investor actions seek compensatory and punitive damages. On October 5, 2021, the investor actions were transferred by the State Court of Fulton County to the Metro Atlanta Business Case
Division. On October 4, 2023, plaintiffs filed amended complaints in the remaining four investor actions. On April 12, 2024, the Company and the individual defendants filed motions for summary judgment in each investor action. On November 6, 2024, the Court heard arguments on the motions for summary judgment filed by the Company and the individual defendants. The Company believes the claims are without merit and intends to vigorously defend against the claims in these actions.
The Company and certain of its executive officers and directors were named as defendants in certain derivative actions filed in the United States District Court for the Northern District of Georgia on May 18, 2020, and August 6, 2020, respectively (the “NDGA Derivative Actions”), in the Superior Court of Gordon County of the State of Georgia on March 3, 2021 and July 12, 2021 (the “Gordon County Derivative Actions”), and in the Delaware Court of Chancery on March 10, 2022. The complaints allege that defendants breached their fiduciary duties to the Company by causing the Company to issue materially false and misleading statements. On January 3, 2025, the parties in the NDGA Derivative Actions informed the Court that they would submit the executed settlement agreement to the Court. The settlement agreement encompasses the NDGA Derivative Actions, the Gordon County Derivative Actions, and the action filed in the Delaware Court of Chancery on March 10, 2022. The settlement has received preliminary court approval, and a final hearing is set for June 30, 2025. If the settlement is approved by the Court, the Company’s insurance carrier will fund the entire monetary aspect of the settlement.
Belgian Tax Matter
The Company is in a dispute with the Belgian Tax Authority (the “BTA”) in relation to certain intercompany loans owed by IVC BV, one of the Company’s subsidiaries in Belgium. The BTA has asserted that these liabilities were not genuine liabilities for Belgian tax purposes. The BTA issued assessments for the years ended December 31, 2017, 2018, 2019, 2020, and 2021 totaling EUR 1.0 billion (including penalties but excluding late payment interests) on IVC BV, whereby it rejected certain interest deductions and the deduction for dividends received from one of its subsidiaries and asserted the inclusion of income related to these loans. These disputed assessments are still in the administrative phase and have been or will be appealed administratively before the BTA by IVC BV. The Company believes that its tax position in Belgium was correct and intends to vigorously defend its position.
General
The Company believes that adequate provisions for resolution of all contingencies, claims and pending litigation have been made for probable losses that are reasonably estimable. These contingencies are subject to significant uncertainties and the Company is unable to estimate the amount or range of loss, if any, in excess of amounts accrued. The Company does not believe that the ultimate outcome of these actions will be significantly above amounts accrued, or that the ultimate outcome of these actions will have a material adverse effect on its financial condition; however, litigation is inherently uncertain and actual losses could result in unfavorable outcomes that could have a material adverse effect on its results of operations, cash flows or liquidity in a given quarter or year.
The Company is subject to various federal, state, local and foreign environmental health and safety laws and regulations, including those governing air emissions, wastewater discharges, the use, storage, treatment, recycling and disposal of solid and hazardous materials and finished product, and the cleanup of contamination associated therewith. Because of the nature of the Company’s business, the Company has incurred, and will continue to incur, costs relating to compliance with such laws and regulations. The Company is involved in various proceedings relating to environmental matters and is currently engaged in environmental investigation, remediation and post-closure care programs at certain sites. The Company has provided accruals for such activities that it has determined to be both probable and reasonably estimable. The Company does not expect that the ultimate liability with respect to such activities will have a material adverse effect on its financial condition; however, litigation is inherently uncertain and actual losses could result in unfavorable outcomes that could have a material adverse effect on its results of operations, cash flows or liquidity in a given quarter or year.
- Debt
Senior Credit Facility
On August 12, 2022, the Company entered into a fourth amendment (the “Amendment”) to its existing senior revolving credit facility (the “Senior Credit Facility”). The Amendment, among other things, (i) extended the maturity of the Senior Credit Facility from October 18, 2024 to August 12, 2027, (ii) renewed the Company’s option to extend the maturity of the Senior Credit Facility up totwo times for an additionalone-year period each, (iii) increased the Consolidated Interest Coverage Ratio financial maintenance covenant from 3.00:1.00 to 3.50:1.00, (iv) eliminated certain covenants applicable to the Company and its subsidiaries, including, but not limited to, restrictions on dispositions, restricted payments, and transactions with affiliates, and the Consolidated Net Leverage Ratio financial covenant, and (v) increased the amount available under the
Senior Credit Facility to $1,950.0 million until October 18, 2024, after which the amount available under the Senior Credit Facility decreased to $1,485.0 million. The Amendment also permits the Company to increase the commitments under the Senior Credit Facility by an aggregate amount not to exceed $600.0 million. On August 5, 2024, the Company entered into a Lender Joinder Agreement, which increased commitments under the Senior Credit Facility by an additional $100.0 million until August 12, 2027, and further amended the Senior Credit Facility to permit the Company to increase the commitments under the Senior Credit Facility by an aggregate amount not to exceed $500.0 million.
At the Company’s election, United States-dollar denominated revolving loans under the Senior Credit Facility bear interest at annual rates equal to either (a) SOFR (plus a 0.10% SOFR adjustment) for 1, 3 or 6 month periods, as selected by the Company, plus an applicable margin ranging between 1.00% and 1.75% (1.00% as of March 29, 2025), or (b) the Base Rate (defined as the higher of the Wells Fargo Bank, National Association prime rate, the Federal Funds Effective Rate plus 0.5%, or SOFR (plus a 0.10% SOFR adjustment) for a 1 month period rate plus 1.0%), plus an applicable margin ranging between 0.00% and 0.75% (0.00% as of March 29, 2025). At the Company’s election, revolving loans under the Senior Credit Facility denominated in Canadian dollars, Australian dollars, Hong Kong dollars or euros bear interest at annual rates equal to either (a) the applicable benchmark for such currency plus an applicable margin ranging between 1.00% and 1.75% (1.00% as of March 29, 2025), or (b) the Base Rate plus an applicable margin ranging between 0.00% and 0.75% (0.00% as of March 29, 2025). The Company also pays a commitment fee to the lenders under the Senior Credit Facility on the average amount by which the aggregate commitments of the lenders exceed utilization of the Senior Credit Facility ranging from 0.09% to 0.20% per annum (0.09% as of March 29, 2025). The applicable margins and the commitment fee are determined based on whichever of the Company’s Consolidated Net Leverage Ratio or its senior unsecured debt rating (or if not available, corporate family rating) results in the lower applicable margins and commitment fee (with applicable margins and the commitment fee increasing as that ratio increases or those ratings decline, as applicable). On October 28, 2021, the Company amended the Senior Credit Facility to replace LIBOR for euros with the EURIBOR benchmark rate.
The obligations of the Company and its subsidiaries in respect of the Senior Credit Facility are unsecured.
The Senior Credit Facility includes certain affirmative and negative covenants that impose restrictions on the Company’s financial and business operations, including limitations on liens, subsidiary indebtedness, fundamental changes, future negative pledges, and changes in the nature of the Company’s business. The limitations contain customary exceptions or, in certain cases, do not apply as long as the Company is in compliance with the financial ratio requirement and is not otherwise in default. As described above, the Consolidated Net Leverage Ratio financial covenant was eliminated on August 12, 2022.
The Senior Credit Facility also contains customary representations and warranties and events of default, subject to customary grace periods.
In 2022, the Company paid financing costs of $1.9 million in connection with the Amendment of its Senior Credit Facility. These costs were deferred and, along with previously unamortized costs of $2.7 million, are being amortized over the term of the Senior Credit Facility.
As of March 29, 2025, amounts used under the Senior Credit Facility included zero borrowings and $0.7 million of standby letters of credit related to various insurance contracts and foreign vendor commitments. Any outstanding borrowings under the Company’s United States and European commercial paper programs reduce the availability of the Senior Credit Facility. Including commercial paper borrowings, the Company has used $663.7 million under the Senior Credit Facility, resulting in a total of $921.3 million available as of March 29, 2025.
Commercial Paper
On February 28, 2014, and July 31, 2015, the Company established programs for the issuance of unsecured commercial paper in the United States and Eurozone capital markets, respectively. Commercial paper issued under the United States and European programs will have maturities ranging up to 397 and 183 days, respectively. None of the commercial paper notes may be voluntarily prepaid or redeemed by the Company and rank pari passu with the Company’s other unsecured and unsubordinated indebtedness. To the extent that the Company issues European commercial paper notes through a subsidiary of the Company, the notes will be fully and unconditionally guaranteed by the Company.
The Company uses its Senior Credit Facility as a liquidity backstop for its commercial paper programs. Accordingly, the total amount outstanding under the Company’s commercial paper programs may not exceed $1,585.0 million (less any amounts drawn on the Senior Credit Facility) at any time.
The proceeds from the issuance of commercial paper notes will be available for general corporate purposes. As of March 29, 2025, there was $663.0 million outstanding under the United States commercial paper program, andzero under the European program. The weighted-average interest rate and maturity period for the United States program were 4.65% and 20.27 days, respectively.
Senior Notes
On September 18, 2023, the Company completed the issuance and sale of $600.0 million aggregate principal amount of 5.850% Senior Notes (“5.850% Senior Notes”) due September 18, 2028. The 5.850% Senior Notes are senior unsecured obligations of the Company and rank pari passu with the Company’s other existing and future senior unsecured indebtedness. Interest on the 5.850% Senior Notes is payable semi-annually in cash on March 18 and September 18 of each year, commencing on March 18, 2024. The Company paid financing costs of $5.6 million in connection with the 5.850% Senior Notes. These costs were deferred and are being amortized over the term of the 5.850% Senior Notes.
On June 12, 2020, Mohawk Capital Finance S.A. (“Mohawk Finance”), an indirect wholly-owned finance subsidiary of the Company, completed the issuance and sale of €500.0 million aggregate principal amount of 1.750% Senior Notes (“1.750% Senior Notes”) due June 12, 2027. The 1.750% Senior Notes are senior unsecured obligations of Mohawk Finance and rank pari passu with Mohawk Finance’s other existing and future senior unsecured indebtedness. The 1.750% Senior Notes are fully, unconditionally and irrevocably guaranteed by the Company on a senior unsecured basis. Interest on the 1.750% Senior Notes is payable annually in cash on June 12 of each year, commencing on June 12, 2021. The Company paid financing costs of $4.4 million in connection with the 1.750% Senior Notes. These costs were deferred and are being amortized over the term of the 1.750% Senior Notes.
On May 14, 2020, the Company completed the issuance and sale of $500.0 million aggregate principal amount of 3.625% Senior Notes (“3.625% Senior Notes”) due May 15, 2030. The 3.625% Senior Notes are senior unsecured obligations of the Company and rank pari passu with the Company’s existing and future unsecured indebtedness. Interest on the 3.625% Senior Notes is payable semi-annually in cash on May 15 and November 15 of each year, commencing on November 15, 2020. The Company paid financing costs of $5.5 million in connection with the 3.625% Senior Notes. These costs were deferred and are being amortized over the term of the 3.625% Senior Notes.
As defined in the related agreements, the Company’s senior notes contain covenants, representations and warranties and events of default, subject to exceptions, and restrictions on the Company’s financial and business operations, including limitations on liens, restrictions on entering into sale and leaseback transactions, fundamental changes, and a provision allowing the holder of the notes to require repayment upon a change of control triggering event.
Term Loan
On August 12, 2022, the Company and its indirect wholly-owned subsidiary, Mohawk International Holdings S.à r.l., entered into an agreement that provides for a delayed draw term loan facility (the “Term Loan Facility”), consisting of borrowings of up to $575.0 million and €220.0 million. On October 3, 2022, an additional $100.0 million of borrowing capacity was added to the Term Loan Facility. The Term Loan Facility could be drawn upon in up to two advances on any business day on or before December 31, 2022, with the proceeds being used for funding working capital and general corporate purposes. On October 31, 2022, and December 6, 2022, the Company made draws of $675.0 million and €220.0 million, respectively. Principal amounts outstanding under the Term Loan Facility, along with any accrued and unpaid interest, could, at any time prior to the maturity date of August 12, 2024, be prepaid by the Company without premium or penalty. On January 31, 2024, the Company prepaid the entirety of the USD portion of the Term Loan Facility, in the amount of $675.0 million. On February 16, 2024, the Company prepaid the entirety of the EUR portion of the Term Loan Facility, in the amount of €220.0 million plus accrued and unpaid interest.
The fair values and carrying values of the Company’s debt instruments are detailed as follows:
| March 29, 2025 | December 31, 2024 | |||
|---|---|---|---|---|
| (In millions) | Fair Value | CarryingValue | Fair Value | CarryingValue |
| 1.750% Senior Notes, payable June 12, 2027; interest payable annually | $530.0 | 541.4 | 509.0 | 520.3 |
| 3.625% Senior Notes, payable May 15, 2030; interest payable semi-annually | 471.0 | 500.0 | 462.0 | 500.0 |
| 5.85% Senior Notes, payable September 18, 2028; interest payable semi-annually | 622.0 | 600.0 | 617.0 | 600.0 |
| United States commercial paper | 663.0 | 663.0 | 486.0 | 486.0 |
| European commercial paper | — | — | 49.4 | 49.4 |
| Finance leases and other | 89.6 | 89.6 | 89.5 | 89.5 |
| Unamortized debt issuance costs | (7.9) | (7.9) | (8.4) | (8.4) |
| Total debt | 2,367.7 | 2,386.1 | 2,204.5 | 2,236.8 |
| Less: current portion of long term-debt and commercial paper | 688.0 | 688.0 | 559.4 | 559.4 |
| Long-term debt, less current portion | $1,679.7 | 1,698.1 | 1,645.1 | 1,677.4 |
The fair values of the Company’s debt instruments were estimated using market observable inputs, including quoted prices in active markets, market indices and interest rate measurements. Within the hierarchy of fair value measurements, these are Level 2 fair values.
- Supplemental Cash Flow Information
| Three Months Ended | ||
|---|---|---|
| (In millions) | March 29, 2025 | March 30, 2024 |
| Net cash paid during the periods for: | ||
| Interest | $13.0 | 23.1 |
| Income taxes | $27.1 | 23.3 |
| Supplemental schedule of non-cash investing and financing activities: | ||
| Unpaid property plant and equipment in accounts payable and accrued expenses | $64.2 | 72.0 |
| ROU assets obtained in exchange for lease obligations: | ||
|---|---|---|
| Operating leases | $33.2 | 14.4 |
| Finance leases | $1.2 | 7.9 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.