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APTARGROUP, INC.

For the period ended Jun 30, 2026. Filed Jul 31, 2026.

View on SEC.gov

About this filing

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

Jun 30, 2026 · Filed Jul 31, 2026

ATR$142.50-1.1%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 2026-03-31; filed 2026-05-01.

0000896622-26-000092

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

Current report: 10-Q

Period ended 2026-06-30; filed 2026-07-31.

0000896622-26-000168

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 124 previous paragraphs and 138 current paragraphs.

90 unchanged; 32 reworded; 16 added; 2 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 17 previous and 24 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 (16)

Current report

We reported net sales of $1.03 billion for the quarter ended June 30, 2026, which represents a 6% increase compared to $966.0 million reported during the second quarter of 2025. The U.S. dollar weakened against most European currencies resulting in a positive 2% currency translation impact at the consolidated level. Acquisitions also positively impacted consolidated sales by 3%. Therefore, core sales, which excludes acquisitions and changes in foreign currency rates, increased 1% in the second quarter of 2026 compared to the same period in 2025. Strong product volume growth in our Closures segment and the pass through of higher input costs more than compensated for lower tooling sales.

Current report

Cost of sales (“COS”) as a percentage of net sales increased to 64.4% in the second quarter of 2026 compared to 62.0% in the second quarter of 2025. Sales within our Pharma segment were negatively impacted by a mix of lower margin applications compared to the same period in 2025. We also were negatively impacted by higher operating costs and an increase in certain input costs.

Current report

Selling, research & development and administrative expenses (“SG&A”) increased by approximately $6.6 million to $157.7 million in the second quarter of 2026 compared to $151.1 million during the same period in 2025. Excluding changes in foreign currency rates, SG&A increased by approximately $3.2 million in the quarter, with $3.3 million coming from SG&A expenses from our acquisitions. SG&A as a percentage of net sales decreased to 15.4% in the second quarter of 2026 compared to 15.6% in the same period in 2025.

Current report

Depreciation and amortization expenses increased by approximately $9.7 million to $79.6 million in the second quarter of 2026 compared to $69.9 million during the same period in 2025. Excluding changes in foreign currency rates, depreciation and amortization increased by approximately $8.0 million in the second quarter of 2026 compared to the same period a year ago. Approximately $3.9 million of this increase is due to recent acquisitions, while the remainder is related to higher capital investments in our legacy businesses made to support our growth strategy. Depreciation and amortization as a percentage of net sales increased to 7.8% in the second quarter of 2026 compared to 7.2% in the same period of the prior year.

Current report

Operating income decreased approximately $17.7 million to $126.7 million in the second quarter of 2026 compared to $144.4 million in the same period a year ago. Excluding changes in foreign currency rates, operating income decreased by approximately $20.2 million in the quarter compared to the same period a year ago. Cost management efforts were more than offset by higher cost of sales and depreciation and amortization as noted above. Operating income as a percentage of net sales decreased to 12.3% in the second quarter of 2026 compared to 15.0% in the prior year period.

Current report

Interest expense increased approximately $5.2 million to $16.0 million in the second quarter of 2026 compared to $10.9 million for the same period of the prior year.

Current report

Net other income decreased $1.8 million to $4.3 million in the second quarter of 2026 from $6.2 million in the same period of the prior year.

Current report

Net sales for the Pharma segment increased 4% in the second quarter of 2026 to $458.2 million compared to $442.6 million in the second quarter of 2025. Changes in currencies and acquisitions positively affected net sales by 2% and 1%, respectively. Therefore, core sales increased by 1% in the second quarter of 2026 compared to the second quarter of 2025. Higher tooling sales and the positive impact from the pass through of higher input costs to our customers more than compensated for lower device sales in certain markets. Core sales of our products to the prescription drug market decreased 7% primarily due to the anticipated reduction in emergency medicine sales, partially offset by growth in central nervous system therapeutics and Asthma/COPD applications. The 15% core sales improvement in the consumer health care market was mainly driven by strong demand for our nasal decongestant and eye care technologies, along with higher tooling sales. Sales of our products and services to the injectables market increased 9% on strong demand for our elastomeric components, which are used in a number of end markets including GLP-1, biologics and vaccines. Active material science solutions decreased 2% mainly due to a challenging prior year comparison and lower sales for diabetes test strips.

Current report

Adjusted EBITDA in the second quarter of 2026 decreased 2% to $153.9 million compared to $156.8 million in the same period of the prior year, reflecting the less favorable product mix described above while royalties and strong operational performance continued to positively impact margins. As a result, our Adjusted EBITDA margin declined to 33.6% in the second quarter of 2026 from 35.4% in the second quarter of 2025.

Current report

Reported net sales for the quarter ended June 30, 2026 increased 10% to $367.5 million compared to $334.8 million in the second quarter of the prior year. Changes in currency rates and acquisitions impacted net sales by 3% and 6%, respectively in the second quarter of 2026. Therefore, core sales increased 1% in the second quarter of 2026 compared to the same quarter of the prior year as the pass through of higher input costs more than compensated for lower tooling sales. Core sales to the F&F market increased 2% on strong demand for our color cosmetics and prestige fragrance dispensing technologies. Personal care sales were flat versus prior year as strong sales of our hair care applications offset lower tooling sales. Home care core sales decreased 8% on lower sales of our products to air care and automotive customers.

Current report

Adjusted EBITDA in the second quarter of 2026 decreased 5% to $44.7 million compared to $47.1 million in the same period in the prior year primarily due to lower product volumes, unfavorable mix and the timing of resin pass throughs. Adjusted EBITDA margin declined from 14.1% in the second quarter of 2025 to 12.2% during the second quarter of 2026 mainly due to the items mentioned above.

Current report

Reported sales for the quarter ended June 30, 2026 increased approximately 7% to $200.9 million compared to $188.6 million in the second quarter of the prior year. Changes in currency rates positively impacted net sales by 3%. Therefore, core sales for the second quarter of 2026 increased approximately 4% from the same quarter of the prior year. During 2025, liquid coffee creamer product sales were reclassified from our food market to the beverage market to better align with how those products are currently managed. All prior period amounts have been revised to conform to the current year presentation. Strong product sales along with the pass through of higher input costs more than compensated for a decline in tooling sales. Sales to the food market decreased 1% on lower tooling sales. The 14% increase in beverage market sales was mainly due to higher sales of our closures for bottled water and functional drink products. Personal care sales declined 3% during the second quarter of 2026 mainly due to lower hair care sales, while other sales increased 11% on strong sales of our laundry and dish care applications.

Current report

Adjusted EBITDA in the second quarter of 2026 decreased 6% to $29.8 million compared to $31.9 million reported in the same period of the prior year primarily due to higher operational costs associated with the ramp up of a new production line along with some previously reported maintenance costs, which lessened as the quarter progressed. Our Adjusted EBITDA margin declined from 16.9% in the second quarter of 2025 to 14.9% during the second quarter of 2026 due to the items discussed above along with higher input costs which are mostly passed through to customers with no margin.

Current report

For the quarter ended June 30, 2026, Corporate & Other costs decreased to $15.9 million from $17.4 million in the second quarter of 2025. Lower incentive compensation costs led to the current quarter improvement compared to the prior-year period.

Current report

As part of our liquidity management strategy, we maintain several sources of committed and uncommitted financing that may be used to meet working capital requirements, fund investments, and provide financial flexibility. These arrangements include the following:

Current report

•our ability to keep pace with competition and technological advances, including in connection with the shifting of Pharma origination to less regulated markets;
Removed paragraphs (2)

Previous report

On July 6, 2022, we entered into an agreement to swap approximately $200.0 million of our fixed USD debt to fixed EUR debt.
Reworded paragraphs (32)

Previous wording

Reported net sales for the first three months of 2026 increased 11% to $982.9 million compared to $887.3 million for the first three months of 2025. Foreign currency exchange rates and acquisitions each positively impacted our consolidated results by 8% and 3%, respectively during the first three months of 2026. Therefore, core sales, which exclude acquisitions and changes in foreign currency exchange rates, for the first three months of 2026 was flat when compared with the same period in 2025. Volume growth in our Beauty and Closures segments, along with higher tooling sales were offset by lower sales of emergency medicine products within our Pharma segment and the pass through of lower material costs.

Current wording

Reported net sales for the first six months of 2026 increased 8% to $2.01 billion compared to $1.85 billion for the first six months of 2025. Foreign currency exchange rates and acquisitions each positively impacted our consolidated results by 4% and 3%, respectively, during the first six months of 2026. Therefore, core sales, which exclude acquisitions and changes in foreign currency exchange rates, for the first six months of 2026 increased 1% when compared with the same period in 2025. During the first half of 2026, we benefitted from strong sales of our higher value products within the Beauty and Closures segments, along with higher tooling sales. In Pharma, strong growth within our consumer healthcare and injectables markets were able to compensate for lower sales of emergency medicine products.

Previous wording

For the first three months of 2026, cost of sales ("COS") as a percentage of net sales increased to 64.2% compared to 62.1% in the same period in 2025. This increase is mainly due to the lower sales of some higher margin Pharma products, and lower margins on our tooling sales compared to the first three months of 2025.

Current wording

For the first six months of 2026, COS as a percentage of net sales increased to 64.3% compared to 62.1% in the same period in 2025. As discussed above, this increase is mainly due to the lower sales of some higher margin Pharma products, along with higher input costs and lower productivity when compared to the first six months of 2025.

Previous wording

Our selling, research & development and administrative ("SG&A") expenses increased by approximately $12.3 million to $167.6 million in the first three months of 2026 compared to $155.3 million during the same period in 2025. Excluding changes in foreign currency rates, SG&A increased by approximately $2.7 million in the first three months of 2026 compared to the first three months of 2025. $2.6 million of this increase relates to incremental SG&A costs in 2026 due to our acquisitions. SG&A as a percentage of net sales decreased to 17.1% in the first three months of 2026 compared to 17.5% in the same period in 2025.

Current wording

Our SG&A expenses increased by approximately $18.9 million to $325.3 million in the first six months of 2026 compared to $306.4 million during the same period in 2025. Excluding changes in foreign currency rates, SG&A increased by approximately $5.9 million in the first six months of 2026 compared to the first six months of 2025 with incremental SG&A costs from our acquisitions contributing the full amount of this increase. SG&A as a percentage of net sales decreased to 16.2% in the first six months of 2026 compared to 16.5% in the same period in 2025.

Previous wording

Depreciation and amortization expenses increased by approximately $10.1 million to $75.7 million in the first three months of 2026 compared to $65.6 million during the same period a year ago. Excluding changes in foreign currency rates, depreciation and amortization increased by approximately $5.3 million in the first three months of 2026 compared to the same period a year ago. Of this increase, $3.8 million relates to incremental depreciation and amortization costs in 2026 due to our acquisitions. The remaining net increase is due to higher capital investments made to support our growth strategy offset by certain intangible assets being fully amortized. Depreciation and amortization as a percentage of net sales increased to 7.7% in the first three months of 2026 compared to 7.4% in the same period of the prior year.

Current wording

Depreciation and amortization expenses increased by approximately $19.8 million to $155.4 million in the first six months of 2026 compared to $135.6 million during the same period a year ago. Excluding changes in foreign currency rates, depreciation and amortization increased by approximately $13.3 million in the first six months of 2026 compared to the same period a year ago. Of this increase, $7.7 million relates to incremental depreciation and amortization costs in 2026 due to our acquisitions. The remaining net increase is due to higher capital investments made to support our growth strategy as discussed above. Depreciation and amortization as a percentage of net sales increased to 7.7% in the first six months of 2026 compared to 7.3% in the same period of the prior year.

Previous wording

For the three months ended March 31, 2026 and 2025, we recognized $1.1 million and $2.0 million, respectively, of restructuring costs related to initiatives to better leverage our fixed cost base through growth and cost reduction measures. The cumulative expense incurred as of March 31, 2026 was $75.6 million.

Current wording

For the three and six months ended June 30, 2026, we recognized $1.4 million and $2.5 million, respectively, of restructuring costs related to initiatives to better leverage our fixed cost base through growth and cost reduction measures. For the three and six months ended June 30, 2025, we recognized $1.6 million and $3.6 million of restructuring costs related to these initiatives, respectively. The cumulative expense incurred as of June 30, 2026 was $77.0 million.

Previous wording

Restructuring costs for the three months ended March 31, 2026 and 2025 were as follows:

Current wording

Restructuring costs for the three and six months ended June 30, 2026 and 2025 were as follows:

Previous wording

For the first three months of 2026, operating income decreased by approximately $6.0 million to $107.5 million compared to $113.4 million in the same period of the prior year. Excluding changes in foreign currency rates, operating income decreased by approximately $15.8 million in the first three months of 2026 compared to the same period a year ago. This decrease was mainly driven by higher COS as a percentage of revenue, reflecting product mix and lower tooling margins, as well as lower sales of certain higher-margin products within our Pharma segment and higher depreciation costs to support our growth initiatives. Operating income as a percentage of net sales decreased to 10.9% in the first three months of 2026 compared to 12.8% for the same period in the prior year.

Current wording

For the first six months of 2026, operating income decreased by approximately $23.6 million to $234.2 million compared to $257.8 million in the same period of the prior year. Excluding changes in foreign currency rates, operating income decreased by approximately $35.9 million in the first six months of 2026 compared to the same period a year ago. This decrease was mainly driven by higher COS as a percentage of revenue, reflecting lower sales of certain higher-margin products within our Pharma segment and higher depreciation costs to support our growth initiatives. Operating income as a percentage of net sales decreased to 11.7% in the first six months of 2026 compared to 13.9% for the same period in the prior year.

Previous wording

Interest expense increased approximately $5.6 million to $16.9 million in the first three months of 2026 compared to $11.4 million during the same period in 2025. Since the beginning of 2025, we have repaid $250.0 million of private placement debt having an interest rate of 3.6% and issued a total of $600.0 million in new notes with a fixed interest rate of 4.75%, thus increasing both the amount and the average interest rate of our debt in the first quarter of 2026 compared to the same period in the prior year. See Note 6 - Debt to the Condensed Consolidated Financial Statements for further details on our current debt structure.

Current wording

Interest expense increased approximately $10.7 million to $32.9 million in the first six months of 2026 compared to $22.2 million during the same period in 2025. Since the beginning of 2025, we have repaid $250.0 million of private placement debt having an interest rate of 3.6% and issued a total of $600.0 million in new notes with a fixed interest rate of 4.75%, thus increasing both the amount and the average interest rate of our debt in the first six months of 2026 compared to the same period in the prior year. See Note 6 - Debt to the Condensed Consolidated Financial Statements for further details on our current debt structure.

Previous wording

Net other income decreased approximately $0.7 million to $3.2 million of income for the three months ended March 31, 2026 from $3.9 million of income in the same period of the prior year. Higher interest income of $0.8 million was offset by approximately $1.4 million in lower equity results from affiliates in part due to our investment in BTY now being fully consolidated.

Current wording

Net other income decreased approximately $2.5 million to $7.5 million of income for the six months ended June 30, 2026 from $10.1 million of income in the same period of the prior year. Higher interest income of $1.7 million was offset by approximately $2.3 million in lower equity results from affiliates in part due to our investment in BTY now being fully consolidated.

Previous wording

The effective tax rate for the three months ended March 31, 2026 and 2025 was 22.4% and 25.8%, respectively. The lower effective tax rate for the three months ended March 31, 2026 reflects a more favorable mix of earnings and greater excess tax benefits from share-based compensation.

Current wording

The effective tax rate for the three months ended June 30, 2026 and 2025 was 23.5% and 20.0% respectively. The effective tax rate for the six months ended June 30, 2026 and 2025 was 23.0% and 22.5%, respectively. The effective tax rate for the three and six months ended June 30, 2026 did not include a deferred tax benefit from the release of a valuation allowance, and greater excess tax benefits from share-based compensation that existed in the prior-year period.

Previous wording

We reported net income attributable to AptarGroup, Inc. of $72.7 million and $78.8 million in the three months ended March 31, 2026 and 2025, respectively.

Current wording

We reported net income attributable to AptarGroup, Inc. of $87.6 million and $160.2 million in the three and six months ended June 30, 2026, respectively, compared to $111.7 million and $190.5 million for the same periods in the prior year.

Previous wording

Net sales for the first three months of 2026 increased by approximately 7% to $438.6 million compared to $409.5 million in the first three months of 2025. Changes in currency rates and acquisitions positively impacted net sales by 7% and 1%, respectively during the first three months of 2026. Therefore, core sales decreased by 1% in the first three months of 2026 compared to the same period in the prior year. Strong sales in our consumer healthcare and Injectables divisions, along with higher tooling sales could not compensate for lower prescription drug sales. Core sales of products included in our prescription drug division decreased 10% mainly on difficult emergency medicine comparisons to the prior year. Core sales in the consumer healthcare market increased 4% on higher demand for our eye care and nasal decongestant products. Injectables core sales increased 20% with strong demand primarily for elastomeric components used for GLP-1, biologics and antithrombotic applications. Core sales of our active material science solutions decreased 1% as increases in sales of our oral solid dose technologies could not offset declines in probiotic product sales.

Current wording

Net sales for the first six months of 2026 increased by approximately 5% to $896.7 million compared to $852.1 million in the first six months of 2025. Changes in currency rates and acquisitions positively impacted net sales by 4% and 1%, respectively during the first six months of 2026. Therefore, core sales remained flat during the first six months of 2026 compared to the same period in the prior year. Strong sales in our consumer healthcare and Injectables divisions, along with higher tooling sales were offset by lower prescription drug sales. Core sales of products included in our prescription drug division decreased 9% as strong demand for our products used on asthma and central nervous system applications could not compensate for lower emergency medicine product sales. Core sales in the consumer healthcare market increased 10% on higher tooling sales and strong demand for our nasal decongestant and eye care products. Injectables core sales increased 14% with strong demand primarily for elastomeric components used for GLP-1 and other biologics applications. Core sales of our active material science solutions decreased 1% as increases in sales of our probiotic and oral solid dose technologies could not offset declines in diabetes product sales.

Previous wording

Adjusted EBITDA in the first three months of 2026 increased 3% to $146.2 million compared to $142.5 million in the same period of the prior year. This increase was mainly due to strong operational performance in the first quarter of 2026, a favorable currency impact and the core sales growth in consumer healthcare and injectables discussed above. However, due to the lower sales of our higher-margin emergency medicine products, our Adjusted EBITDA margin declined to 33.3% in the first three months of 2026 compared to 34.8% in the first three months of 2025.

Current wording

Adjusted EBITDA in the first six months of 2026 remained relatively flat at $300.1 million compared to $299.3 million in the same period of the prior year. Strong operational performance in the first half of 2026, a favorable currency impact and the core sales growth in consumer healthcare and injectables discussed above were able to compensate for the lower sales of our higher-margin emergency medicine products. However, due to the disproportionate margin discrepancy on our emergency medicine products, our Adjusted EBITDA margin declined to 33.5% in the first six months of 2026 compared to 35.1% in the first six months of 2025.

Previous wording

For the first three months of 2026, reported net sales of $363.6 million increased 19% compared to $305.7 million reported in the first three months of the prior year. Changes in currency rates and acquisitions positively impacted net sales by 9% and 7%, respectively, in the first three months of 2026. Therefore, core sales increased 3% during the first three months of 2026 compared to the same period in the prior year. Overall, improving volumes were slightly offset by lower tooling sales and the pass through of lower material costs. Core sales of our products to the F&F market increased 3% during the first three months of 2026 due to strong demand for our prestige and masstige fragrance technologies as well as our color cosmetic products. Personal care core sales improved 6% over the prior year on higher sales of our hair care and body and skincare products. Core sales of our home care market products, which makes up a smaller percentage of our total sales, declined 12% on lower demand from our customers selling air care and surface cleaning products.

Current wording

For the first six months of 2026, reported net sales of $731.1 million increased 14% compared to $640.6 million reported in the first six months of the prior year. Changes in currency rates and acquisitions positively impacted net sales by 6% and 6%, respectively, in the first six months of 2026. Therefore, core sales increased 2% during the first six months of 2026 compared to the same period in the prior year. Overall, improving product sales and the pass through of higher material costs more than compensated for lower tooling sales. Core sales of our products to the F&F market increased 2% during the first six months of 2026 due to strong demand for our color cosmetics and prestige fragrance technologies. Personal care core sales improved 3% over the prior year on higher sales of our hair care and body and skincare products. Core sales of our home care market products, which makes up a smaller percentage of our total sales, declined 10% on lower demand from our customers selling air care products.

Previous wording

Adjusted EBITDA in the first three months of 2026 increased 9% to $40.5 million compared to $37.1 million reported in the same period in the prior year. This increase was mainly driven by improving fragrance and color cosmetic volumes mentioned above along with a favorable currency impact. However, some isolated operational issues led to our Adjusted EBITDA margin to decline from 12.1% in the first three months of 2025 to 11.1% during the first three months of 2026.

Current wording

Adjusted EBITDA in the first six months of 2026 increased 1% to $85.2 million compared to $84.2 million reported in the same period in the prior year. This increase was mainly driven by improving fragrance and color cosmetic sales mentioned above along with a favorable currency impact. Adjusted EBITDA margin declined from 13.1% in the first six months of 2025 to 11.7% during the first six months of 2026.

Previous wording

Net sales for the first three months of 2026 increased approximately 5% to $180.7 million compared to $172.1 million in the first three months of 2025. Changes in currency rates positively impacted net sales by 5%. Therefore, core sales were flat in the first three months of 2026 compared to the same period in the prior year as higher product and tooling sales for the first quarter of 2026 was fully offset by the pass through of lower resin costs. Core sales to our food customers declined 3% mainly due to the resin impact noted above. Increases in sales of our products to the food service and sauce and condiment markets were offset by lower Asian sauces and granular powder product sales. Core sales to our beverage customers increased 10% during the first three months of 2026 on strong tooling sales and improving dairy and liquid coffee creamer application sales. Personal care core sales declined 12% on lower tooling sales and sales of our hair care solutions while the other markets improved by 13% on stronger sales of our laundry and dish care products.

Current wording

Net sales for the first six months of 2026 increased approximately 6% to $381.6 million compared to $360.7 million in the first six months of 2025. Changes in currency rates positively impacted net sales by 4%. Therefore, core sales increased 2% in the first six months of 2026 compared to the same period in the prior year as strong product sales and the pass through of higher input costs more than compensated for a decline in tooling sales. Core sales to our food customers declined 2% mainly due to the lower tooling sales noted above. Increases in sales of our products to the food service and sauce and condiment markets were offset by lower Asian sauces and granular powder product sales. Core sales to our beverage customers increased 13% during the first six months of 2026 on strong bottled water and liquid coffee creamer application sales. Personal care core sales declined 8% on lower sales of our hair care solutions while the other markets improved by 12% on stronger sales of our laundry and dish care products.

Previous wording

Adjusted EBITDA in the first three months of 2026 decreased 13% to $23.7 million compared to $27.3 million reported in the same period of the prior year. The positive impact of higher product sales discussed above was offset by some operational issues and a $0.9 million write-off of an equity investment. This led to our Adjusted EBITDA margin declining from 15.8% in the first three months of 2025 to 13.1% during the first three months of 2026.

Current wording

Adjusted EBITDA in the first six months of 2026 decreased 10% to $53.5 million compared to $59.1 million reported in the same period of the prior year. The positive impact of higher product sales discussed above was offset by some operational issues discussed above along with a $0.9 million write-off of an equity investment. This led to our Adjusted EBITDA margin declining from 16.4% in the first six months of 2025 to 14.0% during the first six months of 2026.

Previous wording

For the first three months of 2026, Corporate & Other costs decreased to $21.5 million compared to $23.5 million reported in the same period of the prior year. This decrease is mainly due to lower incentive compensation costs.

Current wording

For the first six months of 2026, Corporate & Other costs decreased to $37.4 million compared to $40.9 million reported in the same period of the prior year. This decrease is mainly due to lower incentive compensation costs.

Previous wording

We present earnings before net interest and taxes (“EBIT”), earnings before net interest, taxes, depreciation and amortization (“EBITDA”) and adjusted earnings per share. We also present our adjusted earnings before net interest and taxes (“Adjusted EBIT”), adjusted earnings before net interest, taxes, depreciation and amortization (“Adjusted EBITDA”) and adjusted earnings per share, all of which exclude restructuring initiatives, acquisition-related costs, purchase accounting adjustments related to acquisitions and investments, net unrealized investment gains and losses related to observable market price changes on equity securities, and other special items. For the three months ended March 31, 2026, "Other special items" include costs incurred related to non-ordinary-course litigation regarding matters under "Legal Proceedings" within Note 12 - Commitments and Contingencies as these costs do not reflect our core operating performance. Our Outlook is also provided on a non-U.S. GAAP basis because certain reconciling items are dependent on future events that either cannot be controlled, such as exchange rates and changes in the fair value of equity investments, or reliably predicted because they are not part of our routine activities, such as restructuring initiatives, acquisition-related costs and other special items.

Current wording

We present earnings before net interest and taxes (“EBIT”), earnings before net interest, taxes, depreciation and amortization (“EBITDA”) and adjusted earnings per share. We also present our adjusted earnings before net interest and taxes (“Adjusted EBIT”), adjusted earnings before net interest, taxes, depreciation and amortization (“Adjusted EBITDA”) and adjusted earnings per share, all of which exclude restructuring initiatives, acquisition-related costs, purchase accounting adjustments related to acquisitions and investments, net unrealized investment gains and losses related to observable market price changes on equity securities, and other special items. For the three and six months ended June 30, 2026, "Other special items" include costs incurred related to non-ordinary-course litigation regarding matters under "Legal Proceedings" within Note 12 - Commitments and Contingencies as these costs do not reflect our core operating performance. Our Outlook is also provided on a non-U.S. GAAP basis because certain reconciling items are dependent on future events that either cannot be controlled, such as exchange rates and changes in the fair value of equity investments, or reliably predicted because they are not part of our routine activities, such as restructuring initiatives, acquisition-related costs and other special items.

Previous wording

Because of our international presence, movements in exchange rates can have a significant impact on the translation of the financial statements of our foreign subsidiaries. Our primary foreign exchange exposure is to the euro, but we also have foreign exchange exposure to the Chinese yuan, Brazilian real, Argentine peso, Mexican peso, Swiss franc and other Asian, European and Latin American currencies. A weakening U.S. dollar relative to foreign currencies has an additive translation effect on our financial statements. Conversely, a strengthening U.S. dollar has a dilutive effect. We manage our exposures to foreign exchange principally with forward exchange contracts to economically hedge recorded transactions and firm purchase and sales commitments denominated in foreign currencies.

Current wording

Because of our international presence, movements in exchange rates can have a significant impact on the translation of the financial statements of our foreign subsidiaries. Our primary foreign exchange exposure is to the European euro, but we also have foreign exchange exposure to the Chinese yuan, Brazilian real, Argentine peso, Mexican peso, Swiss franc and other Asian, European and Latin American currencies. A weakening U.S. dollar relative to foreign currencies has an additive translation effect on our financial statements. Conversely, a strengthening U.S. dollar has a dilutive effect. We manage our exposures to foreign exchange principally with forward exchange contracts to economically hedge recorded transactions and firm purchase and sales commitments denominated in foreign currencies.

Previous wording

During the three months ended March 31, 2026, the U.S. dollar was weaker compared to all European currencies, most Latin American currencies and the Thai baht. This resulted in an additive impact on our translated results during the first quarter of 2026 when compared to the first quarter of 2025.

Current wording

During the six months ended June 30, 2026, the U.S. dollar was weaker compared to all European currencies, most Latin American currencies, Chinese yuan and the Thai baht. This resulted in an additive impact on our translated results during the second quarter of 2026 when compared to the second quarter of 2025.

Previous wording

Given our current level of leverage and our ability to generate cash flow from operations, we believe we are in a strong financial position to meet our business requirements in the foreseeable future. We have historically used cash flow from operations, our revolving and other credit facilities, as needed, as our primary sources of liquidity. Our primary uses of cash are to invest in equipment, capacity expansions and working capital for the continued growth of our business to achieve our strategic objectives, as well as paying quarterly dividends to stockholders, investing in new businesses and repurchasing shares of our common stock. Due to uncertain macroeconomic conditions, including rising interest rates and inflation, if there was a prolonged decrease in customer demand that would adversely impact our cash flows from operations, we would have the ability to restrict and significantly reduce capital expenditure levels and share repurchases, as well as reevaluate our acquisition strategy. A prolonged and significant reduction in capital expenditure levels could increase future repairs and maintenance costs as well as have a negative impact on operating margins if we were unable to invest in new innovative products.

Current wording

Given our current level of leverage and our ability to generate cash flow from operations, we believe we are in a strong financial position to meet our business requirements in the foreseeable future. We have historically used cash flow from operations, our revolving and other credit facilities, as needed, as our primary sources of liquidity. Our primary uses of cash are to invest in equipment, capacity expansions and working capital for the continued growth of our business to achieve our strategic objectives, as well as paying quarterly dividends to stockholders, and investing in new businesses. Due to uncertain macroeconomic conditions, including rising interest rates and inflation, if there was a prolonged decrease in customer demand that would adversely impact our cash flows from operations, we would have the ability to restrict and significantly reduce capital expenditure levels and discretionary share repurchases, as well as reevaluate our acquisition strategy. A prolonged and significant reduction in capital expenditure levels could increase future repairs and maintenance costs as well as have a negative impact on operating margins if we were unable to invest in new innovative products.

Previous wording

Cash and equivalents and restricted cash decreased to $225.0 million at March 31, 2026 from $404.8 million at December 31, 2025. Total short- and long-term interest-bearing debt decreased from $1.48 billion at December 31, 2025 to $1.37 billion at March 31, 2026. The ratio of our Net Debt (interest-bearing debt less cash and cash equivalents and short-term investments) to Net Capital (stockholders’ equity plus Net Debt) increased to 30.0% at March 31, 2026 from 28.6% at December 31, 2025. See the reconciliation under “Non-U.S. GAAP Measures.”

Current wording

Cash and equivalents and restricted cash decreased to $192.8 million at June 30, 2026 from $404.8 million at December 31, 2025. Total short- and long-term interest-bearing debt decreased from $1.48 billion at December 31, 2025 to $1.37 billion at June 30, 2026. The ratio of our Net Debt (interest-bearing debt less cash and cash equivalents and short-term investments) to Net Capital (stockholders’ equity plus Net Debt) increased to 30.7% at June 30, 2026 from 28.6% at December 31, 2025. See the reconciliation under “Non-U.S. GAAP Measures.”

Previous wording

In the first three months of 2026, our operations provided approximately $118.7 million in net cash flow compared to $82.7 million for the same period a year ago. In both periods, cash flow from operations was primarily derived from earnings before depreciation and amortization.

Current wording

In the first six months of 2026, our operations provided approximately $222.2 million in net cash flow compared to $208.7 million for the same period a year ago. In both periods, cash flow from operations was primarily derived from earnings before depreciation and amortization.

Previous wording

We used $65.1 million in cash for investing activities during the first three months of 2026 compared to $56.6 million during the same period a year ago. Our primary use of such cash was on capital expenditures in the amount of $65.4 million during the first three months of 2026.

Current wording

We used $121.9 million in cash for investing activities during the first six months of 2026 compared to $126.1 million during the same period a year ago. Our primary use of such cash was on capital expenditures in the amount of $123.0 million during the first six months of 2026.

Previous wording

Financing activities used $230.3 million in cash during the first three months of 2026 compared to $134.8 million in cash used by financing activities during the same period a year ago. During the first three months of 2026, we paid $30.9 million in dividends, purchased $100.0 million of our common stock which we placed into treasury stock, repaid in full the $125.0 million of long-term debt primarily related to the 3.60% Senior Notes that were due in February 2026 and received proceeds of $18.5 million on stock option exercises.

Current wording

Financing activities used $308.3 million in cash during the first six months of 2026 compared to $162.0 million in cash used by financing activities during the same period a year ago. During the first six months of 2026, we paid $61.5 million in dividends, purchased $150.0 million of our common stock which we placed into treasury stock, repaid in full the $125.0 million of long-term debt being the 3.60% Senior Notes that were due in February 2026 and received proceeds of $19.0 million on stock option exercises.

Previous wording

We have a revolving credit facility (the “revolving credit facility”) with a syndicate of banks which provides us with unsecured financing of up to $600.0 million, which may be increased by up to $300.0 million subject to certain conditions. The revolving credit facility is available in the U.S. and to our wholly-owned UK subsidiary and can be drawn in various currencies including USD, EUR, GBP, and CHF. The revolving credit facility was set to mature in June 2026, but on July 2, 2024, we entered into a new amended and restated agreement (the “amended revolving credit facility”) that extended the maturity date to July 2029, subject to a maximum of two one-year extensions in certain circumstances. As of March 31, 2026, we had utilized $7.0 million and €130.0 million ($150.3 million) under the amended revolving credit facility in the U.S. and no balance was utilized by our wholly-owned UK subsidiary.As of December 31, 2025, €130.0 million ($152.6 million) was utilized under the revolving credit facility in the U.S. and no balance was utilized by our wholly-owned UK subsidiary.

Current wording

We have a revolving credit facility (the “revolving credit facility”) with a syndicate of banks which provides us with unsecured financing of up to $600.0 million, which may be increased by up to $300.0 million subject to certain conditions. The revolving credit facility is available in the U.S. and to our wholly-owned UK subsidiary and can be drawn in various currencies including USD, EUR, GBP, and CHF. The revolving credit facility was set to mature in June 2026, but on July 2, 2024, we entered into a new amended and restated agreement (the “amended revolving credit facility”) that extended the maturity date to July 2029, subject to a maximum of two one-year extensions in certain circumstances. As of June 30, 2026, we had utilized $37.5 million and €130.0 million ($148.5 million) under the amended revolving credit facility in the U.S. and no balance was utilized by our wholly-owned UK subsidiary. As of December 31, 2025, €130.0 million ($152.6 million) was utilized under the revolving credit facility in the U.S. and no balance was utilized by our wholly-owned UK subsidiary.

Previous wording

On July 2, 2024, we entered into a term loan with a syndicate of banks (the “Term Loan”). The Term Loan matures in July 2027. As of March 31, 2026, $141.1 millionwas utilized under the Term Loan.

Current wording

On July 2, 2024, we entered into a term loan with a syndicate of banks (the “Term Loan”). The Term Loan matures in July 2027. As of June 30, 2026, $116.2 millionwas utilized under the Term Loan.

Previous wording

Based upon the above consolidated leverage ratio covenant, we would have the ability to borrow approximately an additional $1.7 billion before the 3.50 to 1.00 maximum ratio requirement would be exceeded.

Current wording

Based upon the above consolidated leverage ratio covenant, we would have the ability to borrow approximately an additional $1.60 billion before the 3.50 to 1.00 maximum ratio requirement would be exceeded.

Previous wording

We have reviewed the recently issued ASUs to the FASB’s Accounting Standards Codification that have future effective dates. Standards that have been adopted during 2026 are discussed in Note 1 – Summary of Significant Accounting Policies of the Notes to Condensed Consolidated Financial Statements.

Current wording

We have reviewed the recently issued ASUs to the FASB’s Accounting Standards Codification that have future effective dates. There were no standards adopted during the first half of 2026, see Note 1 – Summary of Significant Accounting Policies of the Notes to Condensed Consolidated Financial Statements.

Previous wording

We expect adjusted earnings per share for the second quarter of 2026 to be in the range of $1.32 to $1.40. This guidance assumes an effective tax rate range of 22.5% to 24.5%. The earnings per share guidance range is assuming a 1.18 Euro to USD exchange rate. Our total 2026 estimated cash outlays for capital expenditures net of government grant proceeds are expected to be approximately $310.0 million to $320.0 million.

Current wording

We expect adjusted earnings per share for the third quarter of 2026 to be in the range of $1.45 to $1.53. This guidance assumes an effective tax rate range of 22.5% to 24.5%. The earnings per share guidance range is assuming a 1.14 euro to USD exchange rate. Our total 2026 estimated cash outlays for capital expenditures net of government grant proceeds are expected to be approximately $260.0 million to $280.0 million.

Previous wording

Certain statements in Management’s Discussion and Analysis and other sections of this Form 10-Q are forward-looking and involve a number of risks and uncertainties, including certain statements set forth in the Significant Developments, Restructuring Initiatives, Quarterly Trends, Liquidity and Capital Resources, Contingencies and Outlook sections of this Form 10-Q. Words such as “expects,” “anticipates,” “believes,” “estimates,” “future,” “potential”, "continues", “are optimistic” and other similar expressions or future or conditional verbs such as “will,” “should,” “would” and “could” are intended to identify such forward-looking statements. Forward-looking statements are made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 (the "Exchange Act") and are based on our beliefs as well as assumptions made by and information currently available to us. Accordingly, our actual results or other events may differ materially from those expressed or implied in such forward-looking statements due to known or unknown risks and uncertainties that exist in our operations and business environment including, but not limited to:

Current wording

Certain statements in Management’s Discussion and Analysis and other sections of this Form 10-Q are forward-looking and involve a number of risks and uncertainties, including certain statements set forth in the Restructuring Initiatives, Quarterly Trends, Liquidity and Capital Resources, Contingencies and Outlook sections of this Form 10-Q. Words such as “expects,” “anticipates,” “believes,” “estimates,” “future,” “potential”, "continues", “are optimistic” and other similar expressions or future or conditional verbs such as “will,” “should,” “would” and “could” are intended to identify such forward-looking statements. Forward-looking statements are made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 (the "Exchange Act") and are based on our beliefs as well as assumptions made by and information currently available to us. Accordingly, our actual results or other events may differ materially from those expressed or implied in such forward-looking statements due to known or unknown risks and uncertainties that exist in our operations and business environment including, but not limited to: