ADVANCED DRAINAGE SYSTEMS, INC.
For the period ended Jun 30, 2025. Filed Aug 7, 2025.
View on SEC.govAbout 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, 2025 · Filed Aug 7, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-12-31; filed 2025-02-06.
0001604028-25-000005
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-06-30; filed 2025-08-07.
0001604028-25-000030
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe 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 78 previous paragraphs and 58 current paragraphs.
31 unchanged; 21 reworded; 6 added; 19 removed; 7 previous and 0 current paragraphs rearranged.
Tables are not compared: 15 previous and 10 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 (6)
Current report
First Quarter Fiscal 2026 Results
Current report
•Net sales increased 1.8% to $829.9 million
Current report
•Net income decreased 11.2% to $144.1 million
Current report
•Adjusted EBITDA, a non-GAAP measure, increased 1.0% to $278.2 million
Current report
19 - gross profit for Domestic Pipe is primarily driven by unfavorable fixed cost absorption, partially offset by material cost. The increase in gross profit for Infiltrator was primarily driven by Orenco. For the International segment, the decrease was driven by decreased volume.
Current report
(a)Includes Loss on disposal of assets and costs from exit and disposal activities, which includes costs associated with plant closures, as well as professional fees incurred in connection with supporting enterprise-wide restructuring and realignment initiatives.
Removed paragraphs (19)
Previous report
Third Quarter Fiscal 2025 Results
Previous report
•Net sales increased 4.3% to $690.5 million
Previous report
•Net income decreased 23.0% to $82.3 million
Previous report
•Adjusted EBITDA, a non-GAAP measure, decreased 6.2% to $191.5 million
Previous report
Year-to-date Fiscal 2025 Results
Previous report
•Net sales increased 3.1% to $2,288.5 million
Previous report
•Net income decreased 10.1% to $375.8 million
Previous report
•Adjusted EBITDA, a non-GAAP measure, decreased 2.6% to $712.5 million
Previous report
Net sales increased $67.9 million, or 3.1%, to $2,288.5 million, as compared to $2,220.6 million in the prior year. Domestic pipe sales decreased $0.3 million to $1,185.3 million. Domestic allied products & other sales increased $23.8 million, or 4.6%, to $544.5 million. Infiltrator sales increased $51.1 million, or 14.9%, to $394.0 million. The overall increase in domestic Net sales was primarily driven by demand in the residential and infrastructure end markets. International sales decreased $6.7 million, or 3.9%, to $164.6 million.
Previous report
Gross profit decreased $26.0 million, or 2.9%, to $868.0 million as compared to $894.0 million in the prior year. The decrease in gross profit is primarily driven by unfavorable pricing and material cost, partially offset by favorable manufacturing costs and volume.
Previous report
Selling, general and administrative expenses increased $19.4 million, or 7.2% to $289.0 million, as compared to $269.5 million. As a percentage of Net sales, selling, general and administrative expenses were largely flat at 12.6% as compared to 12.1% in the prior year.
Previous report
Adjusted EBITDA, a non-GAAP measure, decreased $19.2 million, or 2.6%, to $712.5 million, as compared to $731.8 million in the prior year. As a percentage of Net sales, Adjusted EBITDA was 31.1% as compared to 33.0% in the prior year.
Previous report
Comparison of the Nine Months Ended December 31, 2024 to the Nine Months Ended December 31, 2023
Previous report
Our consolidated Net sales for the nine months ended December 31, 2024 increased by $67.9 million, or 3.1%, compared to the same period in fiscal 2024. The overall increase in domestic Net sales was primarily driven by demand in the residential and infrastructure end markets. Net sales for Infiltrator were also driven by improved price/mix and the acquisition of Orenco, while the volume growth in Domestic Pipe was offset by unfavorable price/mix impact. For the international segment, the decrease was driven by unfavorable price/mix.
Previous report
Our consolidated Cost of goods sold for the nine months ended December 31, 2024 increased by $93.8 million, or 7.1%, and our consolidated Gross profit decreased by $26.0 million, or 2.9%, compared to the same period in fiscal 2024. The decrease in gross profit for Domestic Pipe is primarily driven by unfavorable pricing and material cost, partially offset by favorable manufacturing costs. The increase in gross profit for Infiltrator was driven by favorable pricing, improved material cost and the acquisition of Orenco.
Previous report
Selling, general and administrative expenses
Previous report
Selling, general and administrative expenses for nine months ended December 31, 2024 increased $19.4 million from the same period in fiscal 2024 and as a percentage of Net sales, increased by 0.5%. This increase is primarily due to higher commissions from the increase in volume, as well as continued investments in talent to support strategic areas such as engineering and product development. The increase in selling, general and administrative expenses was also due to transaction costs of $8.6 million and operating expenses for Orenco.
Previous report
Loss (gain) on disposal of assets and costs from exit and disposal activities - The gain on disposal in fiscal 2024 was due to the sale of Spartan Concrete, Inc.
Previous report
Interest income and other, net - Interest income and other, net increased by $3.0 million for the nine months ended December 31, 2024 compared to the same period in the previous fiscal year primarily due to increased cash.
Reworded paragraphs (21)
Previous wording
•Net income per diluted share decreased 22.3% to $1.04
Current wording
•Net income per diluted share decreased 10.7% to $1.84
Previous wording
Net sales increased $28.2 million, or 4.3%, to $690.5 million, as compared to $662.4 million in the prior year quarter. Domestic pipe sales decreased $5.7 million, or 1.6%, to $343.4 million. Domestic allied products & other sales increased $5.0 million, or 3.2%, to $161.5 million. Infiltrator sales increased $31.4 million, or 30.3%, to $135.3 million. The overall increase in domestic Net sales was primarily driven by demand in the residential and infrastructure end markets. International sales decreased $2.6 million, or 4.9%, to $50.4 million.
Current wording
Net sales increased $14.5 million, or 1.8%, to $829.9 million, as compared to $815.3 million in the prior year quarter. Domestic pipe sales decreased $10.9 million, or 2.5%, to $415.5 million. Domestic allied products & other sales increased $3.6 million, or 1.9%, to $187.5 million. Infiltrator sales increased $31.1 million, or 21.1%, to $178.4 million. The overall increase in domestic Net sales was primarily driven by acquisitions, as well as growth in the non-residential and residential construction end markets. International sales decreased $9.2 million, or 16.0%, to $48.5 million.
Previous wording
Gross profit decreased $18.3 million, or 7.0%, to $241.6 million as compared to $259.8 million in the prior year. The decrease in gross profit is primarily driven by unfavorable pricing and material cost, as well as the mix impact from the inclusion of Orenco. This unfavorability was partially offset by favorable volume and mix of construction market and Infiltrator sales.
Current wording
Gross profit decreased $2.0 million, or 0.6%, to $330.4 million as compared to $332.5 million in the prior year. The decrease in gross profit is primarily driven by unfavorable pricing and material cost, as well as the mix impact from the inclusion of Orenco. This unfavorability was partially offset by favorable volume, price/cost and mix of construction market and Infiltrator sales.
Previous wording
Selling, general and administrative expenses increased $9.5 million, or 10.4% to $100.8 million, as compared to $91.3 million. As a percentage of Net sales, selling, general and administrative expenses increased to 14.6% as compared to 13.8% in the prior year, primarily due to transaction costs and operating expenses for Orenco.
Current wording
Selling, general and administrative expenses increased $9.9 million, or 10.5% to $104.0 million, as compared to $94.1 million in the prior year. As a percentage of Net sales, selling, general and administrative expenses increased to 12.5% as compared to 11.5% in the prior year, primarily driven by the acquisition of Orenco.
Previous wording
Adjusted EBITDA, a non-GAAP measure, decreased $12.7 million, or 6.2%, to $191.5 million, as compared to $204.2 million in the prior year. As a percentage of Net sales, Adjusted EBITDA was 27.7% as compared to 30.8% in the prior year.
Current wording
Adjusted EBITDA, a non-GAAP measure, increased $2.7 million, or 1.0%, to $278.2 million, as compared to $275.5 million in the prior year. As a percentage of Net sales, Adjusted EBITDA was 33.5% as compared to 33.8% in the prior year.
Previous wording
Our consolidated Net sales for the three months ended December 31, 2024 increased by $28.2 million, or 4.3%, compared to the same period in fiscal 2024. The overall increase in domestic Net sales was primarily driven by demand in the residential and infrastructure end markets. Net sales of $25.4 million of Orenco drove the increase in Net sales for Infiltrator, while the volume growth in Domestic Pipe was offset by unfavorable price/mix impact. For the international segment, the decrease was driven by decreased volume as well as unfavorable price/mix.
Current wording
Our consolidated Net sales for the three months ended June 30, 2025 increased by $14.5 million, or 1.8%, compared to the same period in fiscal 2025. The overall decrease in domestic Pipe Net sales was primarily driven by demand in the infrastructure end market partially offset by improvement in the non-residential market. Net sales of $30.0 million of Orenco drove the increase in Net sales for Infiltrator. For the International segment, the decrease was driven by decreased volume.
Previous wording
Our consolidated Cost of goods sold for the three months ended December 31, 2024 increased by $46.4 million, or 11.5%, and our consolidated Gross profit decreased by $18.3 million, or 7.0%, compared to the same period in fiscal 2024. The decrease in gross profit for Domestic Pipe is primarily driven by unfavorable pricing and material cost, partially offset by volume. The increase in gross profit for Infiltrator was primarily driven by Orenco.
Current wording
Our consolidated Cost of goods sold for the three months ended June 30, 2025 increased by $16.6 million, or 3.4%, and our consolidated Gross profit decreased by $2.0 million, or 0.6%, compared to the same period in fiscal 2025. The decrease in
Previous wording
Selling, general and administrative expenses for the three months ended December 31, 2024 increased $9.5 million from the same period in fiscal 2024 and as a percentage of Net sales, increased by 0.8%. The increase in selling, general and administrative expenses was primarily due to transaction costs of $5.9 million and operating expenses for Orenco.
Current wording
Selling, general and administrative expenses for the three months ended June 30, 2025 increased $9.9 million from the same period in fiscal 2025 and as a percentage of Net sales, increased by 1.0%. The increase in selling, general and administrative expenses was primarily due to the operating expenses of Orenco.
Previous wording
Interest expense- Interest expense increased $0.8 million in the three months ended December 31, 2024 compared to the same period in the previous fiscal year. The increase was primarily due to an increase in interest rates.
Current wording
Interest expense- Interest expense increased $0.2 million in the three months ended June 30, 2025 compared to the same period in the previous fiscal year. The increase was primarily due to an increase in interest rates.
Previous wording
The change in the effective tax rate for the three months ended December 31, 2024 was primarily related to the discrete income tax benefits for the amended state tax returns andthe federal return to provision adjustment in the prior period. See “Note 10. Income Taxes” for additional information.
Current wording
The change in the effective tax rate for the three months ended June 30, 2025 was primarily related to the decrease of the discrete income tax benefit related to the stock-based compensation windfall. See “Note 11. Income Taxes” for additional information.
Previous wording
(a)Represents expenses recorded related to legal, accounting and other professional fees incurred in connection with business or asset acquisitions and dispositions.
Current wording
(b)Represents expenses recorded related to legal, accounting and other professional fees incurred in connection with business or asset acquisitions and dispositions.
Previous wording
(b)Includes derivative fair value adjustments, foreign currency transaction (gains) losses, legal settlements, inventory step-up costs, the proportionate share of interest, income taxes, depreciation and amortization related to the South American Joint Venture, which is accounted for under the equity method of accounting and executive retirement expense.
Current wording
(c)Includes derivative fair value adjustments, foreign currency transaction (gains) losses, legal settlements, and the proportionate share of interest, income taxes, depreciation and amortization related to the South American Joint Venture, which is accounted for under the equity method of accounting and executive retirement expense.
Previous wording
As of December 31, 2024, we had $29.8 million in cash that was held by our foreign subsidiaries, including $19.5 million held by our Canadian subsidiaries. We continue to evaluate our strategy regarding foreign cash, but our earnings in foreign subsidiaries still remain indefinitely reinvested, except for Canada. We plan to repatriate earnings from Canada and believe that there will be no additional tax costs associated with the repatriation of such earnings other than any potential non-U.S. withholding taxes.
Current wording
As of June 30, 2025, we had $16.0 million in cash that was held by our foreign subsidiaries, including $9.4 million held by our Canadian subsidiaries. We continue to evaluate our strategy regarding foreign cash, but our earnings in foreign subsidiaries still remain indefinitely reinvested, except for Canada. We plan to repatriate earnings from Canada and believe that there will be no additional tax costs associated with the repatriation of such earnings other than any potential non-U.S. withholding taxes.
Previous wording
As of December 31, 2024, we had $1,078.4 million in liquidity, including $488.9 million of cash and $589.6 million in borrowings available under our Revolving Credit Agreement, net of outstanding letters of credit. We believe that our cash on hand, together with the availability of borrowings under our Credit Agreement and other financing arrangements and cash generated from operations, will be sufficient to meet our working capital requirements, anticipated capital expenditures, and scheduled principal and interest payments on our indebtedness for at least the next twelve months.
Current wording
As of June 30, 2025, we had $1,228.1 million in liquidity, including $638.3 million of cash and $589.9 million in borrowings available under our Revolving Credit Agreement, net of outstanding letters of credit. We believe that our cash on hand, together with the availability of borrowings under our Credit Agreement and other financing arrangements and cash generated from operations, will be sufficient to meet our working capital requirements, anticipated capital expenditures, and scheduled principal and interest payments on our indebtedness for at least the next twelve months.
Previous wording
Working Capital - Working capital decreased to $857.0 million as of December 31, 2024, from $860.3 million as of March 31, 2024. The decrease in working capital is primarily due to the seasonality of accounts receivable and inventory offset by changes in accounts payable due to the timing of payments.
Current wording
Working Capital - Working capital increased to $1,045.4 million as of June 30, 2025, from $926.4 million as of March 31, 2025. The increase in working capital is primarily due to increased cash on hand and the seasonality of accounts receivable offset by changes in inventory and accrued liabilities due to the timing of tax and rebate payments.
Previous wording
Operating Cash Flows -Cash flows from operating activities decreased $160.0 million during the nine months ended December 31, 2024 primarily driven by a reduction in net income and changes in working capital.
Current wording
Operating Cash Flows -Cash flows from operating activities increased $91.6 million during the three months ended June 30, 2025 primarily driven by changes in working capital.
Previous wording
Investing Cash Flows- Cash flows used in investing activities during the nine months ended December 31, 2024 increased by $287.0 million compared to the same period in fiscal 2024. The increase in cash used in investing activities was due to the acquisition of Orenco in fiscal 2025 and increased capital expenditures partially offset by the sale of Spartan Concrete in fiscal 2024.
Current wording
Investing Cash Flows- Cash flows used in investing activities during the three months ended June 30, 2025 increased by $12.7 million compared to the same period in fiscal 2025. The increase in cash used in investing activities was due to the acquisition of River Valley Pipe.
Previous wording
Capital expenditures totaled $166.4 million and $136.4 million for the nine months ended December 31, 2024 and 2023, respectively. Our capital expenditures for the nine months ended December 31, 2024 were used primarily to support facility expansions, equipment replacements and technology improvement initiatives. We also acquired $84.3 million of property, plant and equipment under finance leases, which includes transportation equipment to update our fleet of trucks and trailers.
Current wording
Capital expenditures totaled $52.6 million and $57.7 million for the three months ended June 30, 2025 and 2024, respectively. Our capital expenditures for the three months ended June 30, 2025 were used primarily to support facility expansions, equipment replacements and technology improvement initiatives. We also acquired $21.2 million of property, plant and equipment under finance leases, which includes material handling transportation equipment to update our fleet of forklifts, trucks and trailers.
Previous wording
We currently anticipate that we will make capital expenditures of approximately $225 million in fiscal year 2025, including approximately $100 million of open orders as of December 31, 2024. Such capital expenditures are expected to be financed using funds generated by operations.
Current wording
We currently anticipate that we will make capital expenditures of approximately $200 million to $225 million in fiscal year 2026, including approximately $105 million of open orders as of June 30, 2025. Such capital expenditures are expected to be financed using funds generated by operations.
Previous wording
Financing Cash Flows- During the nine months ended December 31, 2024, cash used in financing activities included the repurchase of common stock of $69.9 million, $37.3 million of dividend payments, $17.8 million of payments of finance lease obligations and $10.6 million for shares withheld for tax purposes.
Current wording
Financing Cash Flows- During the three months ended June 30, 2025, cash used in financing activities included $14.0 million of dividend payments, $8.3 million of payments of finance lease obligations and $6.7 million for shares withheld for tax purposes.
Previous wording
During the nine months ended December 31, 2023, cash used in financing activities included the repurchase of common stock of $178.2 million, $33.1 million of dividend payments, and $8.9 million for shares withheld for tax purposes.
Current wording
During the three months ended June 30, 2024, cash used in financing activities included the repurchase of common stock of $49.2 million, $12.4 million of dividend payments, and $10.6 million for shares withheld for tax purposes.
Rearranged previous paragraphs (7)
Previous report — wording carried elsewhere
•Net income per diluted share decreased 9.0% to $4.77
Previous report — wording carried elsewhere
The following table summarizes our operating results as a percentage of Net sales that have been derived from our Condensed Consolidated Financial Statements for the periods presented. We believe this presentation is useful to investors in comparing historical results.
Previous report — wording carried elsewhere
Net sales -The following table presents Net sales to external customers by reportable segment for the nine months ended December 31, 2024 and 2023.
Previous report — wording carried elsewhere
Cost of goods sold and Gross profit -The following table presents gross profit by reportable segment for the nine months ended December 31, 2024 and 2023.
Previous report — wording carried elsewhere
Interest expense- Interest expense increased $3.1 million in the nine months ended December 31, 2024 compared to the same period in the previous fiscal year. The increase was primarily due to increased interest rates.
Previous report — wording carried elsewhere
Income tax expense - The following table presents the effective tax rates for the nine months ended December 31, 2024 and 2023.
Previous report — wording carried elsewhere
See “Note 10. Income Taxes” for additional information.