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COLUMBUS MCKINNON CORP

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

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

Jun 30, 2025 · Filed Jul 30, 2025

CMCO$17.62+6.6%Stored close · as of Nov 6, 2026

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Notes to condensed consolidated financial statements

June 30, 2025

  1. Description of Business

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles ("U.S. GAAP") for interim financial information. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the financial position of Columbus McKinnon Corporation ("the Company") at June 30, 2025, the results of its operations for the three months ended June 30, 2025 and June 30, 2024, and cash flows for the three months ended June 30, 2025 and June 30, 2024, have been included. Results for the period ended June 30, 2025 are not necessarily indicative of the results that may be expected for the fiscal year ending March 31, 2026. The balance sheet at March 31, 2025 has been derived from the audited consolidated financial statements at that date but does not include all of the information and footnotes required by U.S. GAAP for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in the Columbus McKinnon Corporation Annual Report on Form 10-K for the fiscal year ended March 31, 2025 (the “2025 Form 10-K”).

The Company is a leading worldwide designer, manufacturer, and marketer of intelligent motion solutions that efficiently and ergonomically move, lift, position, and secure materials. Key products include hoists, crane components, precision conveyor systems, accumulation tables, rigging tools, light rail workstations, and digital power and motion control systems. The Company is focused on commercial and industrial applications that require the safety and quality provided by its superior design and engineering know-how.

The Company’s products are sold globally, principally to third party distributors and crane builders through diverse distribution channels, and to a lesser extent directly to end-users and integrators. During the three months ended June 30, 2025 and June 30, 2024, sales to customers in the United States were approximately 57% of total net sales.

  1. Acquisitions & Disposals

On February 10, 2025, the Company announced its entry into a definitive purchase agreement under which the Company will acquire Kito Crosby Limited (“Kito Crosby”) in an all-cash transaction valued at $2,700,000,000 subject to customary post-closing purchase price adjustments and regulatory approval (such transaction being referred to in this Form 10-Q as the “Kito Acquisition”). Kito Crosby is a global leader in lifting solutions with multiple manufacturing assembly plants and nearly 4,000 employees serving over 50 countries. In 2024, Kito Crosby generated approximately $1,100,000,000 in revenue through its extensive global channel partner network. Together the combined company will be a leader in material handling solutions with greater scale and a strong presence in attractive verticals and target geographies, delivering innovation and products to customers. The Company incurred $8,103,000 of acquisition, integration planning and deal related costs classified as part of General and administrative expenses in the quarter ended June 30, 2025.

The Kito Acquisition has been approved by the Board of Directors of Columbus McKinnon. The Company intends to fund the acquisition through a combination of committed debt financing of $3,050,000,000 from J.P. Morgan Securities, LLC including a $500,000,000 revolving credit facility and a $800,000,000 of perpetual convertible preferred equity investment from Clayton, Dubliner & Rice (“CD&R”). Terms of the CD&R investment include a 7% coupon, payable in cash or payment-in-kind at Columbus McKinnon’s option, and a conversion price of $37.68, resulting in CD&R as-converted ownership of approximately 43% of the Company following completion of the transaction. CD&R has agreed to a customary lock-up on its shares. The Company expects the Kito Acquisition to close in fiscal 2026.

In connection with the Kito Acquisition, the Company filed the required notification and report forms under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the "HSR Act"), with the Antitrust Division of the U.S. Department of Justice (the “Antitrust Division”) and the Federal Trade Commission. In fiscal 2026, the Company received a request for additional information from the Antitrust Division in connection with its review. The Company is working collaboratively with the Antitrust Division to bring its review of the Kito Acquisition to completion.

  1. Revenue & Receivables

Revenue Recognition:

Performance obligations

The Company has contracts with customers for standard products and custom engineered products and determines when and how to recognize revenue for each performance obligation based on the nature and type of contract.

Revenue from contracts with customers for standard products is recognized when legal title and significant risk and rewards has transferred to the customer, which is generally at the time of shipment. This is the point in time when control is deemed to transfer to the customer. The Company sells standard products to customers utilizing purchase orders. Payment terms for these types of contracts generally require payment within 30 to 60 days. Each standard product is deemed to be a single performance obligation and the amount of revenue recognized is based on the negotiated price. The transaction price for standard products is based on the price reflected in each purchase order. Sales incentives are offered to customers who purchase standard products and include offers such as volume-based discounts, rebates for priority customers, and discounts for early cash payments. These sales incentives are accounted for as variable consideration included in the transaction price. Accordingly, the Company reduces revenue for these incentives in the period which the sale occurs and is based on the most likely amount method for estimating the amount of consideration the Company expects to receive. These sales incentive estimates are updated each reporting period as additional information becomes available.

The Company also sells custom engineered products and services, which are contracts that are typically completed within one quarter but can extend beyondone year in duration. For custom engineered products, the transaction price is based upon the price stated in the contract. Variable consideration has not been identified as a significant component of transaction price for custom engineered products and services. The Company generally recognizes revenue for custom engineered products upon satisfaction of its performance obligation under the contract which typically coincides with project completion which is when the products and services are controlled by the customer. Control is typically achieved at the later of when legal title and significant risk and rewards have transferred to the customer or the customer has accepted the asset. These contracts often require either up front or installment payments. These types of contracts are generally accounted for as one performance obligation as the products and services are not separately identifiable. The promised services (such as inspection, commissioning, and installation) are essential in order for the delivered product to operate as intended on the customer’s site and the services are therefore highly interrelated with product functionality.

For most custom engineered products contracts, the Company determined that while there is no alternative use for the custom engineered products, the Company does not have an enforceable right to payment (which must include a reasonable profit margin) for performance completed to date in order to meet the over time revenue recognition criteria. Therefore, revenue is recognized at a point in time (when the contract is complete). For custom engineered products contracts that contain an enforceable right to payment (including reasonable profit margin) the Company satisfies the performance obligation over time and recognizes revenue based on the extent of progress towards completion of the performance obligation. The cost-to-cost measure of progress is an appropriate measure of progress toward satisfaction of performance obligations as this measure most accurately depicts the progress of work performed and transfer of control to the customers. Under the cost-to-cost measure of progress, the extent of progress toward completion is measured based on the ratio of costs incurred to date to the total estimated costs at completion of the performance obligation. Revenues are recognized proportionally as costs are incurred.

Sales and other taxes collected with revenue are excluded from revenue. Shipping and handling costs incurred prior to shipment are considered activities required to fulfill the Company’s promise to transfer goods, and do not qualify as a separate performance obligation. Additionally, the Company offers standard warranties which are typically 12 months in duration for standard products and 24 to 36 months for custom engineered products. These types of warranties are included in the purchase price of the product and are deemed to be assurance-type warranties which are not accounted for as a separate performance obligation. Other performance obligations included in a contract (such as drawings, owner’s manuals, and training services) are immaterial in the context of the contract and are not recognized as a separate performance obligation.

For additional information on the Company’s revenue recognition policy refer to the consolidated financial statements included in the 2025 Form 10-K.

Reconciliation of contract balances

The Company records a contract liability when cash is received prior to recording revenue. Some standard contracts require a down payment while most custom engineered contracts require installment payments. Installment payments for the custom engineered contracts typically require a portion due at inception while the remaining payments are due upon completion of certain performance milestones. For both types of contracts, these contract liabilities, referred to as customer advances, are recorded at the time payment is received and are included in Accrued liabilities on the Condensed Consolidated Balance Sheets. When the related performance obligation is satisfied and revenue is recognized, the contract liability is released into income.

The following table illustrates the balance and related activity for customer advances in the three months ended June 30, 2025 and June 30, 2024 (in thousands):

Customer advances (contract liabilities)June 30, 2025June 30, 2024
March 31, beginning balance$15,631$16,588
Additional customer advances received24,13718,528
Revenue recognized from customer advances included in beginning of period(15,631)(16,588)
Other revenue recognized from customer advances(3,293)(1,634)
Other (1)903(52)
June 30, ending balance$21,747$16,842

(1) Other includes the impact of foreign currency translation

Revenue was recognized prior to the right to invoice the customer which resulted in a contract asset balance in the amount of $29,103,000 and $26,218,000 as of June 30, 2025 and March 31, 2025, respectively. Contract assets are included in Prepaid expenses and other assets on the Condensed Consolidated Balance Sheets.

Remaining Performance Obligations

As of June 30, 2025, the aggregate amount of the transaction price allocated to the performance obligations that are unsatisfied (or partially unsatisfied) was approximately $45,875,000. We expect to recognize approximately 49% of these sales over the next twelve months.

Disaggregated revenue

In accordance with FASB ASC Topic 606 "Revenue from Contracts with Customers", the Company is required to disaggregate revenue into categories that depict how economic factors affect the nature, amount, timing and uncertainty of revenue and cash flows.

The following table illustrates the disaggregation of revenue by product grouping for the three months ended June 30, 2025 and June 30, 2024 (in thousands):

Three Months Ended
Net Sales by Product GroupingJune 30, 2025June 30, 2024
Industrial Products$83,202$83,779
Crane Solutions95,16797,547
Engineered Products21,66322,264
Precision Conveyor Products35,86336,086
All other2550
Total$235,920$239,726

Industrial products include: manual chain hoists, electrical chain hoists, rigging/clamps, industrial winches, hooks, shackles, and other forged attachments. Crane solutions products include: wire rope hoists, drives and controls, crane kits and components, and workstations. Engineered products include: linear and mechanical actuators, lifting tables, rail projects, and actuation systems. Precision conveyor products include: low profile, flexible chain, large scale, sanitary and vertical elevation conveyor systems, pallet system conveyors, accumulation systems, asynchronous conveyors as well as other high-precision conveyance systems. The All other product grouping includes miscellaneous revenue.

Practical expedients

Incremental costs to obtain a contract incurred by the Company primarily relate to sales commissions for contracts with a duration of one year or less. Therefore, these costs are expensed as incurred and are recorded in Selling expenses on the Condensed Consolidated Statements of Operations.

Unsatisfied performance obligations for contracts with an expected length of one year or less are not disclosed. Further, revenue from contracts with customers do not include a significant financing component as payment is generally expected within one year from when the performance obligation is controlled by the customer.

Accounts Receivable:

Under Accounting Standard Update ("ASU") 2016-13, the Company is required to remeasure expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions and reasonable forecasts. In addition to these factors, the Company establishes an allowance for doubtful accounts based upon the credit risk of specific customers, historical trends, and other factors. Accounts receivable are charged against the allowance for doubtful accounts once all collection efforts have been exhausted. Due to the short-term nature of such accounts receivable, the estimated amount of accounts receivable that may not be collected is based on aging of the accounts receivable balances.

The following table illustrates the balance and related activity for the allowance for doubtful accounts as of June 30, 2025 and June 30, 2024 that is deducted from accounts receivable to present the net amount expected to be collected (in thousands):

Allowance for doubtful accountsJune 30, 2025June 30, 2024
March 31, beginning balance$4,880$3,827
Bad debt expense194359
Less uncollectible accounts written off, net of recoveries(889)(365)
Other (1)241(43)
June 30, ending balance$4,426$3,778

(1) Other includes the impact of foreign currency translation

  1. Fair Value Measurements

FASB ASC Topic 820 “Fair Value Measurements and Disclosures” establishes the standards for reporting financial assets and liabilities and nonfinancial assets and liabilities that are recognized or disclosed at fair value on a recurring basis (at least annually). Under these standards, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e. the "exit price") in an orderly transaction between market participants at the measurement date.

ASC 820-10-35-37 establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company's assumptions about the valuation techniques that market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The hierarchy is separated into three levels based on the reliability of inputs as follows:

Level 1 - Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these products does not entail a significant degree of judgment.

Level 2 - Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly, involving some degree of judgment.

Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement. The degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

The availability of observable inputs can vary and is affected by a wide variety of factors, including the type of asset/liability, whether the asset/liability is established in the marketplace, and other characteristics particular to the transaction. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes the level in the fair value hierarchy within which the fair value measurement in its entirety falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure. Therefore, even when market assumptions are not readily available, assumptions are required to reflect those that market participants would use in pricing the asset or liability at the measurement date.

The Company uses quoted market prices when valuing its marketable securities and, consequently, the fair value is based on Level 1 inputs. These marketable securities consist of equity and fixed income securities. The Company's terminated pension assets consist of money market funds, domestic corporate bonds, securities issued by the U.S. government, and other similar fixed income investments with quoted market prices. Consequently, the fair value of the terminated pension assets is based on Level 1 inputs. Refer to Note 10 for additional information regarding the Company's terminated pension plan. The Company primarily uses readily observable market data in conjunction with internally developed discounted cash flow valuation models when valuing its derivative portfolio and, consequently, the fair value of the Company’s derivatives is based on Level 2 inputs. The carrying amount of the Company's pension-related annuity contract is recorded at net asset value of the contract and, consequently, its fair value is based on Level 2 inputs and is included in Other assets on the Condensed Consolidated Balance Sheets. The carrying value of the Company’s Term Loan B approximates fair value based on current market interest rates for debt instruments of similar credit standing and, consequently, their fair values are based on Level 2 inputs.

The following tables provide information regarding financial assets and liabilities measured or disclosed at fair value (in thousands):

Fair value measurements at reporting date using
June 30,Quoted prices in active markets for identical assetsSignificant other observable inputsSignificant unobservable inputs
Description2025(Level 1)(Level 2)(Level 3)
Assets/(Liabilities) measured at fair value:
Marketable securities$10,325$10,325$—$—
Annuity contract1,233—1,233—
Terminated pension plan assets5,6335,633
Derivative Assets (Liabilities):
Foreign exchange contracts49—49—
Interest rate swap(3,019)—(3,019)—
Cross currency swap(7,352)—(7,352)—
Disclosed at fair value:
Term Loan B$(432,290)$—$(432,290)$—
AR Securitization Facility$(32,400)$—$(32,400)$—
Fair value measurements at reporting date using
March 31, · Quoted prices in active markets for identical assets · Significant other observable inputs · Significant unobservable inputs
Description · 2025 · (Level 1) · (Level 2) · (Level 3)
Assets/(Liabilities) measured at fair value:
Marketable securities$10,112$10,112$—$—
Annuity contract1,235—1,235—
Terminated pension plan assets6,3426,342
Derivative assets (liabilities):
Foreign exchange contracts(49)—(49)—
Interest rate swap(1,140)—(1,140)—
Cross currency swap(1,849)—(1,849)—
Disclosed at fair value:—
Term Loan B$(437,013)$—$(437,013)$—
AR Securitization Facility$(25,000)$—$(25,000)$—

The Company does not have any non-financial assets and liabilities that are recognized at fair value on a recurring basis. At June 30, 2025, the Term Loan B has been recorded at carrying value, which approximates fair value. The Company has $32,400,000 under a credit agreement secured by the Company's U.S. accounts receivable balances (the "AR Securitization Facility") at June 30, 2025. The AR Securitization Facility has been recorded at carrying value which approximates fair value. Refer to Note 9 for additional information regarding the Company's long-term debt.

Market gains, interest, and dividend income on marketable securities are recorded in Investment (income) loss on the Condensed Consolidated Statements of Operations. Changes in the fair value of derivatives are recorded in foreign currency exchange (gain) loss or other comprehensive income (loss), to the extent that the derivative qualifies as a hedge under the provisions of FASB ASC Topic 815. Interest and dividend income on marketable securities are measured based upon amounts earned on their respective declaration dates.

Refer to the 2025 Form 10-K for a full description of the assets and liabilities measured on a non-recurring basis that are included in the Company's March 31, 2025 balance sheet.

  1. Inventories

Inventories consisted of the following (in thousands):

June 30, 2025March 31, 2025
At cost - FIFO basis:
Raw materials$176,551$163,053
Work-in-process33,78630,349
Finished goods39,28337,197
Total at cost FIFO basis249,620230,599
LIFO cost less than FIFO cost(33,417)(32,001)
Net inventories$216,203$198,598

An actual valuation of inventory under the LIFO method can be made only at the end of each year based on the inventory levels and costs at that time. Accordingly, interim LIFO calculations must necessarily be based on management's estimates of expected year-end inventory levels and costs. Because these are subject to many factors beyond management's control, estimated interim results are subject to change in the final year-end LIFO inventory valuation.

  1. Marketable Securities and Other Investments

In accordance with ASU 2016-01, “Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities,” all equity investments in unconsolidated entities (other than those accounted for using the equity method of accounting) are measured at fair value through earnings. The Company's marketable securities are recorded at their fair value, with unrealized changes in market value realized within Investment (income) loss on the Condensed Consolidated Statements of Operations. The impact on earnings for unrealized gains and losses was a gain of $198,000 andimmaterial in the three months ended June 30, 2025 and June 30, 2024, respectively.

Consistent with prior periods, the estimated fair value is based on quoted market prices at the balance sheet dates. The cost of securities sold is based on the specific identification method. Interest and dividend income are included in Investment (income) loss in the Condensed Consolidated Statements of Operations.

Marketable securities are carried as long-term assets since they are held for the settlement of the Company’s general and product liability insurance claims filed through CM Insurance Company, Inc. ("CMIC"), the Company's wholly-owned captive insurance subsidiary. The marketable securities are not available for general working capital purposes.

Net realized gains related to sales of marketable securities were not material in the three months ended June 30, 2025 and June 30, 2024.

The Company owns a 49% ownership interest in Eastern Morris Cranes Company Limited ("EMC"), a limited liability company organized and existing under the laws and regulations of the Kingdom of Saudi Arabia. The Company's ownership represents an equity investment in a strategic customer of Stahl Crane Systems GmbH ("STAHL") serving the Kingdom of Saudi Arabia. The investment's carrying value is presented in Other assets in the Condensed Consolidated Balance Sheets in the amount of $5,359,000 and $4,318,000 at June 30, 2025 and March 31, 2025, respectively, and has been accounted for as an equity method investment. The investment value increased for the Company's ownership percentage of income earned by EMC in the amount of $653,000 and $121,000 in the three months ended June 30, 2025 and June 30, 2024, respectively, which is recorded in Investment (income) loss on the Condensed Consolidated Statements of Operations. The June 30, 2025 and March 31, 2025 trade accounts receivable balances due from EMC were $5,220,000 and $4,250,000, respectively, and are comprised of amounts due from the sale of goods and services in the ordinary course of business.

  1. Goodwill and Intangible Assets

Goodwill and indefinite lived trademarks are not amortized but are tested for impairment at least annually, in accordance with the provisions of ASC Topic 350-20-35-1. Goodwill impairment is deemed to exist if the net book value of a reporting unit exceeds its estimated fair value. The fair value of a reporting unit is determined using a discounted cash flow methodology. The Company’s reporting units are determined based upon whether discrete financial information is available and reviewed regularly, whether those units constitute a business, and the extent of economic similarities between those reporting units for purposes of aggregation. The Company’s reporting units identified under ASC Topic 350-20-35-33 are at the component level, or one level below the operating segment level as defined under ASC Topic 280-10-50-10 “Segment Reporting - Disclosure.” The Company hasthree reporting units as of June 30, 2025 and March 31, 2025. The Linear Motion Products reporting unit (which designs, manufactures and sources mechanical and electromechanical actuators and rotary unions) had goodwill of $9,699,000 at June 30, 2025 and March 31, 2025. The Rest of Products reporting unit (representing the hoist, chain, forgings, digital power, motion control, manufacturing, and distribution businesses) had goodwill of $320,697,000 and $305,110,000 at June 30, 2025 and March 31, 2025, respectively. The Precision Conveyance reporting unit (which represents high-precision conveying systems) had goodwill of $402,017,000 and $395,998,000 at June 30, 2025 and March 31, 2025, respectively.

Refer to the 2025 Form 10-K for information regarding our annual goodwill and indefinite lived trademark impairment evaluation. Future impairment indicators, such as declines in forecasted cash flows, may cause impairment charges. Impairment charges could be based on such factors as the Company’s stock price, forecasted cash flows, assumptions used, control premiums or other variables. There were no such indicators during the three months ended June 30, 2025.

A summary of changes in goodwill during the three months ended June 30, 2025 is as follows (in thousands):

Balance at April 1, 2025$710,807
Currency translation21,606
Balance at June 30, 2025$732,413

Goodwill is recognized net of accumulated impairment losses of $113,174,000 as of June 30, 2025 and March 31, 2025, respectively.

Identifiable intangible assets acquired in a business combination are amortized over their estimated useful lives. Identifiable intangible assets are summarized as follows (in thousands):

June 30, 2025March 31, 2025
Gross CarryingAmountAccumulatedAmortizationNetGross CarryingAmountAccumulatedAmortizationNet
Trademark$23,454$(10,468)$12,986$22,770$(9,600)$13,170
Indefinite lived trademark47,956—47,95646,294—46,294
Customer relationships370,885(141,074)229,811355,845(129,466)226,379
Acquired technology114,208(44,805)69,403112,507(42,580)69,927
Other4,189(3,359)8303,868(3,076)792
Total$560,692$(199,706)$360,986$541,284$(184,722)$356,562

The Company’s intangible assets that are considered to have finite lives are amortized. The weighted-average amortization periods are 13 years for trademarks,17 years for customer relationships,15 years for acquired technology,6 years for other, and 16 years in total. Trademarks with a carrying value of $47,956,000 as of June 30, 2025 have an indefinite useful life and are therefore not being amortized.

Total amortization expense was $7,635,000 and $7,500,000 for the three months ended June 30, 2025 and 2024, respectively. Based on the current amount of identifiable intangible assets and current exchange rates, the estimated annual amortization expense for each of the succeeding five years is expected to be approximately $31,000,000.

  1. Derivative Instruments

The Company uses derivative instruments to manage selected foreign currency and interest rate exposures. The Company does not use derivative instruments for speculative trading purposes. All derivative instruments must be recorded on the balance sheet at fair value. For derivatives designated as cash flow hedges, the effective portion of changes in the fair value of the derivative is recorded as accumulated other comprehensive gain (loss), or “AOCL,” and is reclassified to earnings when the underlying transaction has an impact on earnings. The ineffective portion of changes in the fair value of the foreign currency forward agreements is reported in foreign currency exchange loss (gain) in the Company’s Condensed Consolidated Statements of Operations. The ineffective portion of changes in the fair value of the interest rate swap agreements is reported in interest expense. For derivatives not designated as cash flow hedges, all changes in market value are recorded as a foreign currency exchange (gain) loss in the Company’s Condensed Consolidated Statements of Operations. The cash flow effects of derivatives are reported within net cash provided by operating activities.

The Company is exposed to credit losses in the event of non-performance by the counterparties on its financial instruments. The counterparties have investment grade credit ratings. The Company anticipates that these counterparties will be able to fully satisfy their obligations under the contracts.

The Company's agreements with its counterparties contain provisions pursuant to which the Company could be declared in default of its derivative obligations. As of June 30, 2025, the Company had not posted any collateral related to these agreements. If the Company had breached any of these provisions as of June 30, 2025, it could have been required to settle its obligations under these agreements at amounts which approximate the June 30, 2025 fair values reflected in the table below. During the three months ended June 30, 2025, the Company was not in default of any of its derivative obligations.

As of June 30, 2025, the Company had no derivatives designated as net investments or fair value hedges in accordance with FASB ASC Topic 815, “Derivatives and Hedging.”

The Company has a cross currency swap agreement that is designated as a cash flow hedge to hedge changes in the value of an intercompany loan to a foreign subsidiary due to changes in foreign exchange rates. This intercompany loan is related to the acquisition of STAHL. As of June 30, 2025, the notional amount of this derivative is $66,573,000, and this contract matures on March 31, 2028. From its June 30, 2025 balance of AOCL, the Company expects to reclassify approximately $1,552,000 out of

AOCL, and into foreign currency exchange loss (gain), during the next 12 months based on the contractual payments due under this intercompany loan.

The Company has foreign currency forward agreements that are designated as cash flow hedges to hedge a portion of forecasted inventory purchases denominated in foreign currencies. As of June 30, 2025, the notional amount of those derivatives was $5,626,000, and all contracts mature by March 31, 2026. From its June 30, 2025 balance of AOCL, the Company expects to reclassify approximately $5,000 out of AOCL during the next 12 months based on the expected payments for the goods purchased.

The Company's interest rate swap agreements are designated as cash flow hedges to hedge changes in interest expense due to changes in the interest rate of the Company's variable interest rate debt. The Company hasfive outstanding interest rate swap agreements in which the Company receives interest at a variable rate and pays interest at a fixed rate. The interest rate swaps have varying maturity dates between March 31, 2027 and March 23, 2029, with an aggregate notional amount of $355,000,000 as of June 30, 2025.

The effective portion of the changes in fair values of the interest rate swaps is reported in AOCL and will be reclassified to interest expense over the life of the swap agreements. From its June 30, 2025 balance of AOCL, the Company expects to reclassify approximately $106,000 of AOCL into interest and debt expense during the next 12 months.

The following is the effect of derivative instruments, net of tax on the Condensed Consolidated Statements of Operations for the three months ended June 30, 2025 and 2024 (in thousands):

Derivatives Designated as Cash Flow HedgesType of InstrumentAmount of Gain or (Loss) Recognized in Other Comprehensive Income (Loss) on DerivativesLocation of Gain or (Loss) Recognized in Income on DerivativesAmount of Gain or (Loss) Reclassified from AOCL into Income
June 30, 2025Foreign exchange contracts$133Cost of products sold$(5)
June 30, 2025Interest rate swaps(1,004)Interest expense413
June 30, 2025Cross currency swaps(4,077)Foreign currency exchange (gain) loss(4,443)
June 30, 2024Foreign exchange contracts(38)Cost of products sold(43)
June 30, 2024Interest rate swap1,422Interest expense2,472
June 30, 2024Cross currency swaps674Foreign currency exchange (gain) loss514

The following is information relative to the Company’s derivative instruments in the Condensed Consolidated Balance Sheets (in thousands):

Fair Value of Asset (Liability)
Derivatives Designated as Hedging InstrumentsBalance Sheet LocationJune 30, 2025March 31, 2025
Foreign exchange contractsPrepaid expenses and other$113$139
Foreign exchange contractsAccrued liabilities(64)(188)
Interest rate swapPrepaid expenses and other333597
Interest rate swapOther assets—1
Interest rate swapAccrued liabilities(192)(99)
Interest rate swapOther non current liabilities(3,160)(1,639)
Cross currency swapAccrued liabilities(2,092)(49)
Cross currency swapOther non current liabilities(5,260)(1,800)
  1. Debt

Term Loan B and Revolving Credit Facility

On May 14, 2021, the Company entered into an amended and restated credit agreement to provide for a term loan (“Term Loan B”), in the initial amount of $450,000,000 maturing May 14, 2028, and a $100,000,000 revolving line of credit with a group of financial institutions (“Revolving Credit Facility”) maturing May 14, 2026. The Revolving Credit Facility was later amended to increase its size to $175,000,000 in fiscal 2024.

The Company borrowed additional funds in accordance with the Accordion feature under its Term Loan B facility in the amount of $75,000,000 in both fiscal years 2022 and 2024. Proceeds were used to finance the acquisition of Garvey Corporation in fiscal 2022 and montratec in fiscal 2024. No material amendment to the terms of the Term Loan B or the First Lien Facilities were necessary for the Company to utilize the Accordion feature.

The outstanding principal balance of the Term Loan B was $432,560,000 as of June 30, 2025 and $437,560,000 as of March 31, 2025, respectively. The Company made $5,000,000 in principal payments on the Term Loan B during the three months ended June 30, 2025, of which $1,244,000 was required. The Company is obligated to make $4,976,000 of principal payments on the Term Loan B over the next 12 months plus applicable Excess Cash Flow (as defined in the Term Loan B) payments, if required, however, plans to pay down approximately $50,000,000 in debt payments consisting of principal payments on the Term Loan B and payments on its AR Securitization Facility (see below) over the next 12 months. This amount has been recorded within the current portion of long-term debt on the Company's Condensed Consolidated Balance Sheets with the remaining balance recorded as long-term debt.

There wereno outstanding borrowings and $15,440,000 in outstanding letters of credit issued against the Amended and Restated Revolving Credit Facility as of June 30, 2025, all of which were standby letters of credit.

The gross balance of deferred financing costs on the Term Loan B was $7,845,000 as of June 30, 2025 and March 31, 2025. The accumulated amortization balances were $4,509,000 and $4,201,000 as of June 30, 2025 and March 31, 2025, respectively.

The gross balance of deferred financing costs associated with the Amended and Restated Revolving Credit Facility is $4,828,000 as of June 30, 2025 and March 31, 2025, which is included in Other assets on the Condensed Consolidated Balance Sheets. The accumulated amortization balances were $4,003,000 and $3,733,000 as of June 30, 2025 and March 31, 2025, respectively. Refer to the 2025 Form 10-K for further details on the Company's Term Loan B.

AR Securitization Facility

The Company has outstanding an AR Securitization Facility secured by the Company’s U.S. accounts receivable balances (the “AR Securitization Facility”) with a borrowing base of $55,000,000 calculated on a monthly basis, with a maturity date of June 19, 2026.

The gross balance of deferred financing costs associated with the AR Securitization Facility was $536,000 with an accumulated amortization balance of $372,000 and $327,000 as of June 30, 2025 and March 31, 2025, respectively.

The Company had $32,400,000 and $25,000,000 borrowings outstanding under its AR Securitization Facility at June 30, 2025 and March 31, 2025, respectively. The U.S. accounts receivable balances which secure the AR Securitization Facility total $88,264,000 as of June 30, 2025.

As of June 30, 2025, there have been no amortization events triggered in the AR Securitization Facility. As stated above, the Company intends to repay $50,000,000 in borrowings over the next 12 months, including repayments of borrowings on the AR Securitization Facility.

Finance Lease

The Company has a finance lease for a manufacturing facility in Hartland, WI under a 23-year lease agreement which terminates in 2035. The outstanding balance on the finance lease obligation is $12,092,000 as of June 30, 2025 of which $757,000 has been recorded within the Current portion of long-term debt and the remaining balance recorded within the Term loan, AR securitization facility and finance lease obligations on the Company's Condensed Consolidated Balance Sheet. See Note 15 for further details.

Non-U.S. Lines of Credit and Loans

Unsecured and uncommitted lines of credit are available to meet short-term working capital needs for certain of our subsidiaries operating outside of the U.S. The lines of credit are available on an offering basis, meaning that transactions under the line of credit will be on such terms and conditions, including interest rate, maturity, representations, covenants and events of default, as mutually agreed between our subsidiaries and the local bank at the time of each specific transaction. As of June 30, 2025, unsecured credit lines totaled approximately $3,182,000, of which nothing was drawn. In addition, unsecured lines of $21,570,000 were available for bank guarantees issued in the normal course of business of which $14,817,000 was utilized as of June 30, 2025.

Refer to the Company’s consolidated financial statements included in the 2025 Form 10-K for further information on its debt arrangements.

  1. Net Periodic Benefit Cost

The following table sets forth the components of net periodic pension cost for the Company’s defined benefit pension plans (in thousands):

Three Months Ended
June 30, 2025June 30, 2024
Service costs$110$120
Interest cost1,8393,090
Expected return on plan assets(1,213)(2,497)
Net amortization(243)241
Net periodic pension (benefit) cost$493$954

Components of the net benefit costs other than the service cost component are recorded in Other (income) expense, net on the Condensed Consolidated Statements of Operations. Service costs are recorded as part of Income from operations.

During fiscal year 2025, the Company terminated one of its U.S. pension plans. In the second quarter of fiscal 2025, the Company purchased annuity contracts to settle the remaining liabilities of the terminated plan. The remaining surplus of the terminated plan at June 30, 2025 of $5,633,000 is being used to fund certain obligations associated with the Company's U.S. defined contribution plans. $2,340,000 of this balance is expected to be utilized in the next twelve months, and is therefore recorded in Prepaid expenses and other on the Condensed Consolidated Balance Sheet. The remaining balance is included in Other assets.

The Company currently plans to contribute approximately $4,118,000 to its pension plans in fiscal 2026.

For additional information on the Company’s defined benefit pension and postretirement benefit plans, refer to the consolidated

financial statements included in the 2025 Form 10-K.

  1. Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share (in thousands):

Three Months Ended
June 30, 2025June 30, 2024
Numerator for basic and diluted earnings per share:
Net income (loss)$(1,898)$8,629
Denominators:
Weighted-average common stock outstanding – denominator for basic EPS28,65828,834
Effect of dilutive employee stock options and other share-based awards—293
Adjusted weighted-average common stock outstanding and assumed conversions – denominator for diluted EPS28,65829,127

Stock options, restricted stock units, and performance shares with respect to 2,438,000 common shares for the three months ended June 30, 2025 were not included in the computation of diluted income per share because they were antidilutive as a result of the Company's net loss.

Stock options with respect to 612,000 common shares for the three months ended June 30, 2024 were not included in the computation of diluted income per share because they were antidilutive. Further, contingently issuable common shares of 131,000 for the three months ended June 30, 2024 were excluded because a performance condition had not yet been met

The Company grants share based compensation to eligible participants under the Columbus McKinnon Corporation Second Amended and Restated 2016 Long Term Incentive Plan ("2016 LTIP"). The total number of shares of common stock with respect to which awards may be granted under the 2016 LTIP were increased by 2,500,000 as a result of the June 2019 amendment and restatement. In July of fiscal 2025, the 2016 LTIP was amended and restated a second time, which increased the total number of shares of common stock that may be granted under the 2016 LTIP by an additional 2,800,000 shares.

During the first three months of fiscal 2026, there wereno shares of stock issued upon the exercise of stock options that were issued under the Company’s 2016 LTIP. During the fiscal year ended March 31, 2025,128,000 shares of restricted stock units vested and were issued.

On July 21, 2025, the Company's Board of Directors declared a dividend of $0.07 per common share. The dividend will be paid on August 18, 2025 to shareholders of record on August 8, 2025. The dividend payment is expected to be approximately $2,010,000.

Refer to the Company’s consolidated financial statements included in the 2025 Form 10-K for further information on its earnings per share and stock plans.

  1. Loss Contingencies

From time to time, the Company is named a defendant in legal actions arising out of the normal course of business. The Company is not a party to any pending legal proceeding other than ordinary, routine litigation incidental to its business. The Company does not believe that any of its pending litigation will have a material impact on its business.

Accrued general and product liability costs are actuarially estimated reserves based on amounts determined from loss reports, individual cases filed with the Company, and an amount for losses incurred but not reported. The aggregate amounts of reserves were $18,804,000 (gross of estimated insurance recoveries of $6,887,000) as of June 30, 2025, of which $14,404,000 is included in Other non current liabilities and $4,400,000 in Accrued liabilities. The liability for accrued general and product liability costs are funded by investments in marketable securities (see Note 6).

The following table provides a reconciliation of the beginning and ending balances for accrued general and product liability (in thousands):

June 30, 2025March 31, 2025
Accrued general and product liability, beginning of period$19,446$19,988
Estimated insurance recoveries(108)(642)
Add provision for claims9753,776
Deduct payments for claims(1,509)(3,676)
Accrued general and product liability, end of period$18,804$19,446
Estimated insurance recoveries(6,887)(6,995)
Net accrued general and product liability, end of period$11,917$12,451

The per occurrence limits on the self-insurance for general and product liability coverage to Columbus McKinnon through CMIC, its wholly-owned captive insurance company were $2,000,000 from inception through fiscal 2003 and $3,000,000 for fiscal 2004 and thereafter. In addition to the per occurrence limits, the Company’s coverage is also subject to an annual aggregate limit, applicable to losses only. These limits range from $2,000,000 to $6,000,000 for each policy year from inception through fiscal 2026. The Company also purchases excess general and product liability insurance up to an aggregate $100,000,000 limit. In fiscal 2025, the aggregate limit was $75,000,000.

Asbestos

Like many industrial manufacturers, the Company is involved in asbestos-related litigation. In continually evaluating costs relating to its estimated asbestos-related liability, the Company reviews, among other things, the incidence of past and recent claims, the historical case dismissal rate, the mix of the claimed illnesses and occupations of the plaintiffs, its recent and historical resolution of the cases, the number of cases pending against it, the status and results of broad-based settlement discussions, and the number of years such activity might continue. Based on this review, the Company has estimated its share of liability to defend and resolve probable asbestos-related personal injury claims. This estimate is highly uncertain due to the limitations of the available data and the difficulty of forecasting with any certainty the numerous variables that can affect the range of the liability. The Company will continue to study the variables in light of additional information in order to identify trends that may become evident and to assess their impact on the range of liability that is probable and estimable.

Based on actuarial information from Fiscal 2025, the Company has estimated its net asbestos-related aggregate liability including related legal costs to range between $4,300,000 and $7,900,000, net of insurance recoveries, using actuarial parameters of continued claims for a period of 38 years from June 30, 2025. The Company has estimated its asbestos-related aggregate liability that is probable and estimable, net of insurance recoveries, in accordance with U.S. generally accepted accounting principles approximates $5,889,000. The Company has reflected the liability gross of insurance recoveries of $6,887,000 as a liability in the Condensed Consolidated Balance Sheet as of June 30, 2025. The recorded liability does not consider the impact of any potential favorable federal legislation. This liability will fluctuate based on the uncertainty in the number of future claims that will be filed and the cost to resolve those claims, which may be influenced by a number of factors, including the outcome of the ongoing broad-based settlement negotiations, defensive strategies, and the cost to resolve claims outside the broad-based settlement program. Of this amount, management expects to incur asbestos liability payments of approximately $2,600,000 over the next 12 months. Because payment of the liability is likely to extend over many years, management believes that the potential additional costs for claims will not have a material effect on the financial condition of the Company or its liquidity, although the effect of any future liabilities recorded could be material to earnings in a future period.

A share of the Company’s previously incurred asbestos-related expenses and future asbestos-related expenses are covered by pre-existing insurance policies. The Company had been engaged in a legal action against the insurance carriers for those policies to recover past expenses and future costs incurred. The Company came to an agreement with the insurance carriers to settle its case against them for recovery of a portion of past costs and future costs for asbestos-related legal defense costs. The agreement was finalized during the quarter ended September 30, 2020. The terms of the settlement require the carriers to pay gross defense costs prior to retro-premiums of 65% for future asbestos-related defense costs subject to an annual cap of $1,650,000 for claims covered by the settlements.

Further, the insurance carriers are expected to cover 100% of indemnity costs related to all covered cases. Estimates of the future cost sharing have been included in the loss reserve calculation as of June 30, 2025 and March 31, 2025. The Company has recorded a receivable for the estimated future cost sharing in Other assets in the Condensed Consolidated Balance Sheet at June 30, 2025 in the amount of $6,887,000, which offsets its asbestos reserves.

In addition, one of the Company's subsidiaries, Magnetek, Inc. ("Magnetek") has been named, along with multiple other defendants, in asbestos-related lawsuits associated with business operations previously acquired but which are no longer owned. During Magnetek's ownership, none of the businesses produced or sold asbestos-containing products. For such claims, Magnetek is uninsured and either contractually indemnified against liability, or contractually obligated to defend and indemnify the purchaser of these former business operations. The Company aggressively seeks dismissal from these proceedings. The asbestos-related liability including legal costs is estimated to be approximately $1,167,000 which has been reflected as a liability in the Condensed Consolidated Balance Sheet at June 30, 2025.

Product Liability

The Company is also involved in other unresolved legal actions that arise in the normal course of business. The most prevalent of these unresolved actions involve disputes related to product design, manufacture and performance liability. The Company's estimation of its product-related aggregate liability that is probable and estimable, in accordance with U.S. generally accepted accounting principles approximates $4,861,000, which has been reflected as a liability in the Condensed Consolidated Balance Sheet as of June 30, 2025. In some cases, the Company cannot reasonably estimate a range of loss because there is insufficient information regarding the matter.

In April of fiscal 2025, a trial involving a product liability claim against the Company resulted in a jury verdict demanding the Company to pay approximately $3,000,000 in damages. The Company is in the process of appealing the decision and, along with its attorneys believes it will be successful in overturning this verdict and that payment of the damages is not probable. As such, the Company has not accrued the damages as a liability in the Condensed Consolidated Balance Sheet at June 30, 2025.

Management believes that the potential additional costs for claims will not have a material effect on the financial condition of the Company or its liquidity, although the effect of any future liabilities recorded could be material to earnings in a future period.

Litigation-Other

In October 2010, Magnetek received a request for indemnification from Power-One, Inc. ("Power-One") for an Italian tax matter arising out of the sale of Magnetek's power electronics business to Power-One in October 2006. With a reservation of rights, Magnetek affirmed its obligation to indemnify Power-One for certain pre-closing taxes. The sale included an Italian company, Magnetek, S.p.A., and its wholly owned subsidiary, Magnetek Electronics (Shenzhen) Co. Ltd. (the “Power-One China Subsidiary”). The tax authority in Arezzo, Italy, issued a notice of audit report in September 2010 wherein it asserted that the Power-One China Subsidiary had its administrative headquarters in Italy and, therefore, it should be considered resident in Italy and subject to taxation in Italy. In November 2010, the tax authority issued a notice of tax assessment for the period of July 2003 to June 2004, alleging that taxes of approximately $2,200,000 (Euro 1,900,000), plus interest, were due in Italy on taxable income earned by the Power-One China Subsidiary during this period. In addition, the assessment alleges potential penalties in the amount of approximately $2,600,000 (Euro 2,200,000) for the alleged failure of the Power-One China Subsidiary to file its Italian tax return. The Power-One China Subsidiary filed its response with the provincial tax commission of Arezzo, Italy in January 2011. A hearing before the Tax Court was held in July 2012 on the tax assessment for the period of July 2003 to June 2004. In September 2012, the Tax Court ruled in favor of the Power-One China Subsidiary dismissing the tax assessment for the period of July 2003 to June 2004. In February 2013, the tax authority filed an appeal of the Tax Court's September 2012 ruling. The Regional Tax Commission of Florence heard the appeal of the tax assessment dismissal for the period of July 2003 to June 2004 and thereafter issued its ruling finding in favor of the tax authority. Magnetek believed the court’s decision was based upon erroneous interpretations of the applicable law and appealed the ruling to the Italian Supreme Court in April 2015. In April 2022, the Supreme Court upheld the appeal in favor of Power-One.

The tax authority in Arezzo, Italy also issued a tax inspection report in January 2011 for the periods July 2002 to June 2003 (fiscal period 2002/2003) and July 2004 to December 2006 (fiscal periods 2004/2005 and 2005/2006) claiming that the Power-One China Subsidiary failed to file Italian tax returns for the reported periods. In August 2012, the tax authority in Arezzo, Italy issued four notices of tax assessment for the periods July 2002 to June 2003 and July 2004 to December 2006, alleging that taxes of approximately $7,900,000 (Euro 6,700,000) were due in Italy on taxable income earned by the Power-One China Subsidiary together with an allegation of potential penalties in the amount of approximately $3,300,000 (Euro 2,800,000) for the alleged failure of the Power-One China Subsidiary to file its Italian tax returns.

On June 3, 2015, the Tax Court, ruled in favor of the Power-One China Subsidiary dismissing the tax assessments for the periods of July 2002 to June 2003 and July 2004 to December 2006. On July 27, 2015, the tax authority filed appeals of the Tax Court's ruling of June 3, 2015. In May 2016, the Regional Tax Court of Florence rejected the appeals of the tax authority and at the same time canceled the notices of assessment for the fiscal years of 2004/2005 and 2005/2006. In December 2016, the Power-One China Subsidiary was served by the Italian Revenue Agency withtwo appeals to the Italian Supreme Court regarding thetwo positive judgments on the tax assessments for the fiscal periods 2004/2005 and 2005/2006. In February 2017 the Power-One China Subsidiary filedtwo memorandums before the Italian Supreme Court in response to the appeals made by the tax authority against the positive judgments on the tax assessments for fiscal years 2004/2005 and 2005/2006.

In March 2017, the Regional Tax Court of Florence rejected the appeal of the assessment for the 2006 fiscal year (period July 2006-December 2006). In October 2017, the Power-One China Subsidiary was served by the Italian Revenue Agency with an appeal to the Italian Supreme Court against the positive judgment on the tax assessment for fiscal year 2006. In November 2017 the Power-One China Subsidiary filed a memorandum before the Italian Supreme Court in response to the appeal made by the tax authority against the positive judgment on the tax assessment for fiscal year 2006. In March 2018, the Regional Tax Court of Florence rejected the appeal of the assessment for the 2002/2003 fiscal year. In October 2018 the Power-One China Subsidiary was served by the Italian Revenue Agency with an appeal to the Italian Supreme Court against the positive judgment on the tax assessment for fiscal year 2002/2003. In November 2018 the Power-One China Subsidiary filed a memorandum with the Italian Supreme Court in response to the appeal made by the tax authority. The Supreme Court upheld the appeals of the Italian Tax Authority and remitted the proceedings back to the Regional Tax Court for a new evaluation of the substance of the dispute.

In December 2022 the Power One China Subsidiary resumed the proceedings concerning the tax assessments for fiscal years 2002/2003 and 2006 before the Regional Tax Court. A hearing was held before the Regional Tax Court in April and May of 2023, intwo separate decisions, the court ruled in favor of the Company. The tax authority appealed this decision on December 6, 2023, and the Company filed the relevant counter claims in January of 2024.

In March 2023 the Power One China Subsidiary resumed the proceedings concerning the tax assessments for fiscal years 2004/2005 and 2005/2006 before the Regional Tax Court. The hearing was held in February 2024 where the court upheld the assessments. The Company is appealing the judgment and expects the Supreme court to reverse the judgment of the lower court as they have previously with the 2002/2003 and 2006 assessments.

The Company believes it will be successful and does not expect to incur a liability related to these assessments.

In September of 2017, Magnetek received a request for defense and indemnification from Monsanto Company, Pharmacia, LLC, and Solutia, Inc. (collectively, “Monsanto”) with respect to: (1) lawsuits brought by plaintiffs claiming that Monsanto manufactured polychlorinated biphenyls ("PCBs"), exposure to which allegedly caused injury to plaintiffs; and (2) lawsuits brought by municipalities and municipal entities claiming that Monsanto should be responsible for a variety of damages due to the presence of PCBs in bodies of water in those municipalities and/or in water treated by those municipal entities. Monsanto claims to be entitled to defense and indemnification from Magnetek under a so-called “Special Undertaking” apparently executed by Magnetek’s predecessor Universal Manufacturing ("Universal") in January of 1972, which purportedly required Universal to defend and indemnify Monsanto from liabilities “arising out of or in connection with the receipt, purchase, possession, handling, use, sale or disposition of” PCBs by Universal.

Magnetek has declined Monsanto’s tender, and believes that it has meritorious legal and factual defenses to the demands made by Monsanto. Magnetek is vigorously defending against those demands and commenced litigation in New Jersey to, among other things, declare the Special Undertaking void and unenforceable. Monsanto has, in turn, commenced an action to enforce the Special Undertaking in Missouri and joined five additional companies as co-defendants in that Missouri action. The New Jersey action was recently dismissed in favor of the Missouri action.

Magnetek intends to continue to vigorously defend against Monsanto’s action. The Company cannot reasonably estimate a potential range of loss with respect to Monsanto’s tender because there is insufficient information regarding the underlying matters. Management believes, however, that the potential additional legal costs related to such matters will not have a material effect on the financial condition of the Company or its liquidity, although the effect of any future liabilities recorded could be material to earnings in a future period.

The Company had previously filed suit against Travelers in District Court seeking coverage under insurance policies in the name of Universal. In July 2019, the District Court ruled that Travelers is obligated to defend Magnetek under these policies in connection with Magnetek's litigation against Monsanto. The Court held that Monsanto's claims against Magnetek fall within the insuring agreement of the Travelers policies and that none of the policy exclusions precluded the possibility of coverage. The Court also held that Travelers prior settlements with other insureds under the policies did not cut off or release Magnetek's rights under the policies. Travelers moved for reconsideration which motion was denied. Travelers is currently defending the Company in its litigation with Monsanto.

The Company is also engaged in similar insurance coverage litigation against Transportation Insurance Company in the Circuit Court of Cook County, Illinois. That suit is presently stayed due to the bankruptcy of Velsicol Chemical, LLC, a third-party indemnitor of TIC and Travelers.

Environmental Matters

Along with other manufacturing companies, the Company is subject to various federal, state and local laws relating to the protection of the environment. To address the requirements of such laws, the Company has adopted a corporate environmental protection policy which provides that all of its owned or leased facilities shall, and all of its employees have the duty to, comply with all applicable environmental regulatory standards, and the Company utilizes an environmental auditing program for its facilities to ensure compliance with such regulatory standards. The Company has also established managerial responsibilities and internal communication channels for dealing with environmental compliance issues that may arise in the course of its business. Because of the complexity and changing nature of environmental regulatory standards, it is possible that situations will arise from time to time requiring the Company to incur expenditures in order to ensure environmental regulatory compliance. However, the Company is not aware of any environmental condition or any operation at any of its facilities, either individually or in the aggregate, which would cause expenditures having a material adverse effect on its results of operations, financial condition or cash flows and, accordingly, has not budgeted any material capital expenditures for environmental compliance for fiscal 2026.

In 1986, Magnetek acquired the stock of Universal Manufacturing Corporation (“Universal”) from a predecessor of Fruit of the Loom (“FOL”), and the predecessor agreed to indemnify Magnetek against certain environmental liabilities arising from pre-acquisition activities at a facility in Bridgeport, Connecticut. Environmental liabilities covered by the indemnification agreement included completion of additional cleanup activities, if any, at the Bridgeport facility and defense and indemnification against liability for potential response costs related to offsite disposal locations. Magnetek's leasehold interest in the Bridgeport facility was assigned to the buyer in connection with the sale of Magnetek's transformer business in June 2001. FOL, the successor to the indemnification obligation, filed a petition for Reorganization under Chapter 11 of the Bankruptcy Code in 1999 and Magnetek filed a proof of claim in the proceeding for obligations related to the environmental indemnification agreement. Magnetek believes that FOL had substantially completed the clean-up obligations required by the indemnification agreement prior to the bankruptcy filing. In November 2001, Magnetek and FOL entered into an agreement involving the allocation of certain potential tax benefits and Magnetek withdrew its claims in the bankruptcy proceeding. Magnetek further believes that FOL's obligation to the state of Connecticut was not discharged in the reorganization proceeding.

In January 2007, the Connecticut Department of Environmental Protection (“DEP”) requested parties, including Magnetek, to submit reports summarizing the investigations and remediation performed to date at the site and the proposed additional investigations and remediation necessary to complete those actions at the site. DEP requested additional information relating to site investigations and remediation. Magnetek and the DEP agreed to the scope of the work plan in November 2010. The Company has recorded a liability of $550,000 included in the amount specified above, related to the Bridgeport facility, representing the best estimate of future site investigation costs and remediation costs which are expected to be incurred in the future.

For all of the currently known environmental matters, the Company has amounts accrued as of June 30, 2025 which, in our opinion, are sufficient to deal with such matters. The Company is not aware of any environmental condition or any operation at any of its facilities, either individually or in the aggregate, which would cause expenditures to have a material adverse effect on its results of operations, financial condition or cash flows and, accordingly, has not budgeted any material capital expenditures for environmental compliance for fiscal 2026.

  1. Income Taxes

The Company recorded an income tax expense of $260,000 for the three months ended June 30, 2025, and income tax expense of $3,421,000 for the three months ended June 30, 2024. Income tax as a percentage of pre-tax income (loss) was (16)% in the three months ended June 30, 2025. Income tax as a percentage of pre-tax income (loss) was 28% in the three months ended June 30, 2024. Typically these percentages vary from the U.S. statutory rate of 21% primarily due to varying statutory tax rates at the Company's foreign subsidiaries, and the jurisdictional mix of income for these subsidiaries. Additionally, during the three months ended June 30, 2025 and June 30, 2024, the impact of equity compensation increased income tax expense.

The Company estimates that the effective tax rate related to continuing operations will be approximately 25% for fiscal 2026.

On July 4, 2025, the United States Congress passed budget reconciliation bill H.R.1, also known as "One Big Beautiful Bill Act" (OBBBA), with many of its provisions taking effect during the Company's 2026 fiscal year. The OBBBA had no impact on the calculation of taxes for the period ending June 30, 2025. For fiscal 2026, the Company expects to be impacted by the enacted changes to the interest limitation calculation as well as the enacted changes related to the capitalization of research and development expenditures. The Company does not expect a material impact to its tax rate as a result of the OBBBA for fiscal year 2026 but continues to evaluate developing guidance.

Refer to the Company’s consolidated financial statements included in the 2025 Form 10-K for further information on income taxes.

  1. Changes in Accumulated Other Comprehensive Loss

Changes in AOCL by component for the three months ended June 30, 2025 are as follows (in thousands):

Retirement ObligationsForeign CurrencyChange in Derivatives Qualifying as HedgesTotal
Beginning balance net of tax$14,760$(33,942)$(1,919)$(21,101)
Other comprehensive income (loss) before reclassification92729,786(4,949)25,764
Amounts reclassified from other comprehensive loss(202)—4,0353,833
Net current period other comprehensive income (loss)72529,786(914)29,597
Ending balance net of tax$15,485$(4,156)$(2,833)$8,496

Details of amounts reclassified out of AOCL for the three months ended June 30, 2025 are as follows (in thousands):

Details of AOCL Components · Amount reclassified from AOCL · Affected line item on Condensed Consolidated Statement of Operations
Net amortization of prior service cost and pension settlement expense
$(288)
(288)Total before tax
86Tax (benefit) expense
$(202)Net of tax
Change in derivatives qualifying as hedges
$7Cost of products sold
(550)Interest expense
5,917Foreign currency
5,374Total before tax
(1,339)Tax (benefit) expense
$4,035Net of tax

These AOCL components are included in the computation of net periodic pension cost. (See Note 10 for additional details.)

  1. Leases

The Company’s lease arrangements generally include real estate (manufacturing facilities, sales offices, distribution centers, warehouses), vehicles, and equipment. Leases with a term greater than one year are recognized on the Consolidated Balance

Sheet; the Company has elected not to recognize leases with terms of one year or less on the Consolidated Balance Sheet. Lease obligations and their corresponding Right of Use (ROU) assets are recorded based on the present value of lease payments over the expected lease term. The Company recognizes lease expense on a straight-line basis over the lease term.

The Company's leases have lease terms ranging from 1 to 23 years, some of which include options to extend or terminate the lease. The exercise of lease renewal options is at the Company’s sole discretion. When deemed reasonably certain of exercise, the renewal options are included in the determination of the lease term. The Company’s lease agreements do not contain material residual value guarantees or any material restrictive covenants.

The following table illustrates the lease-related assets and liabilities recorded on the Condensed Consolidated Balance Sheet (in thousands):

June 30, 2025March 31, 2025
Operating leases:
Other assets$58,700$59,506
Accrued liabilities10,5399,961
Other non current liabilities58,33059,735
Total operating liabilities$68,869$69,696
Finance lease:
Net property, plant, and equipment$10,344$10,595
Current portion of long-term debt and finance lease obligation757739
Term loan, AR securitization facility and finance lease obligations11,33511,528
Total finance liabilities$12,092$12,267

Operating lease expense of $3,608,000 and $3,704,000 for three months ended June 30, 2025 and June 30, 2024, respectively, is included in Income from operations on the Condensed Consolidated Statements of Operations. Short-term lease expense, sublease income, and variable lease expenses were not material for the three months ended June 30, 2025 and June 30, 2024, respectively. Finance lease expense of $250,000 for the three months ended June 30, 2025 and June 30, 2024 is included in Income from operations on the Condensed Consolidated Statements of Operations. Interest and debt expense related to the finance lease of $136,000 and $144,000 is included the Company's Condensed Consolidated Statements of Operations for the three months ended June 30, 2025 and June 30, 2024, respectively.

Supplemental cash flow information related to leases is as follows (in thousands):

Three Months Ended June 30,
20252024
Cash paid for amounts included in the measurement of operating lease liabilities$3,657$3,023
Cash paid for amounts included in the measurement of finance lease liabilities$311$302
ROU assets obtained in exchange for new operating lease liabilities$149$5,929
  1. Business Segment Information

ASC Topic 280, “Segment Reporting,” establishes the standards for reporting information about operating segments in financial statements. The Company hasone operating and reportable segment for both internal and external reporting purposes.

The Company’s Chief Executive Officer (“CEO”), who is its chief operating decision maker (“CODM”), evaluates the performance of the Company’s operating segment based on Income from operations. The CODM reviews budget-to-actual variances and year over year performance when making operating decisions to allocate resources to the segment.

The significant segment expenses that are regularly provided on a quarterly basis to CODM are cost of products sold, research and development expenses, selling expenses, general and administrative expenses and amortization of intangibles, which are presented on the face of the Company's Condensed Consolidated Statements of Operations and included in the calculation of Operating income.

  1. Effects of New Accounting Pronouncements

Topics Not Yet Adopted

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. This ASU will improve disclosures about a public business entity's expenses and address requests from investors for more detailed information about the types of expenses commonly presented within the expense caption on the Company's Statement of Operations. The new guidance is effective for annual periods beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027. The Company believes the adoption of this standard will result in additional disclosures, but will not have an overall material impact to the financial statements.

In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The ASU is intended to provide increased transparency about income tax information through improvements to income tax disclosures related to the rate reconciliation and income taxes paid. The Company believes the adoption of this standard will result in additional disclosures in its Fiscal 2026 10K, but will not have an overall material impact to the financial statements.

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