Atkore Inc.
For the period ended Mar 27, 2026. Filed May 6, 2026.
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.
Mar 27, 2026 · Filed May 6, 2026
ATKR$94.96+0.0%Stored close · as of Oct 16, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-12-26; filed 2026-02-03.
0001628280-26-004734
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-27; filed 2026-05-06.
0001628280-26-030764
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 96 previous paragraphs and 124 current paragraphs.
77 unchanged; 9 reworded; 36 added; 10 removed; 0 previous and 2 current paragraphs rearranged.
Tables are not compared: 8 previous and 15 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 (36)
Current report
Net sales increased by $29.7 million, or 4.2%, to $731.4 million for the three months ended March 27, 2026, compared to $701.7 million for the three months ended March 28, 2025. The increase in net sales is primarily attributed to increased sales volume of $32.3 million, increased average selling prices of $10.2 million and foreign exchange benefits of $8.2 million partially offset by the impact of divestitures of $12.6 million.
Current report
Cost of sales increased by $78.7 million, or 15.2%, to $595.3 million for the three months ended March 27, 2026 compared to $516.6 million for the three months ended March 28, 2025. The increase was primarily due to increased inputs costs of $82.1 million and increased sales volume of $19.4 million and partially offset by higher solar energy tax credits of $9.9 million the impact of recent divestitures $10.4 million.
Current report
Asset impairment charges
Current report
Asset impairment charges decreased to $11.6 million for the three months ended March 27, 2026 compared to $127.7 million for the three months ended March 28, 2025. The decrease in asset impairment charges resulted primarily from the impairment charges recorded against the HDPE business in fiscal 2025 of $127.7 million compared to the fiscal 2026 impairments of goodwill related to the HDPE business of $6.5 million, as described in Note 4, “Assets Held for Sale”, and impairment charges of $3,774 pertaining to operating lease right-of-use assets, as well as $1,279 associated with construction-in-progress assets, in connection with the closure of plants, as described in Note 6, “Restructuring Charges”.
Current report
Litigation settlement expense
Current report
Litigation settlement expense increased to $136.5 million for the three months ended March 27, 2026 compared to no related expense for the three months ended March 28, 2025. The increase in expense is related to the settlement of two classes in the ongoing PVC antitrust litigation described in Note 16, “Commitments and Contingencies”.
Current report
Other expense, net
Current report
Income tax expense (benefit)
Current report
Net sales increased by $39.8 million, or 8.1%, to $532.5 million for the three months ended March 27, 2026 compared to $492.7 million for the three months ended March 28, 2025. The increase in net sales is primarily attributed to increased sales volume of $28.4 million, foreign exchange benefits of $8.0 million and increased average selling prices of $6.5 million.
Current report
Adjusted EBITDA for the three months ended March 27, 2026 decreased by $16.6 million, or 18.2%, to $74.4 million from $90.9 million for the three months ended March 28, 2025. Adjusted EBITDA margin decreased to 14.0% for the three months ended March 27, 2026 compared to 18.5% for the three months ended March 28, 2025. The decrease in Adjusted EBITDA and Adjusted EBITDA margin was largely due to increases in input costs outpacing increases in average selling prices.
Current report
Net sales decreased by $10.2 million, or 4.9%, for the three months ended March 27, 2026 to $199.1 million compared to $209.3 million for the three months ended March 28, 2025. The decrease is primarily attributed to the impact of recent divestitures of $9.5 million and higher solar credit rebates of
Current report
$8.5 million, partially offset by increased sales volume of $3.9 million and an increase in average selling price of $3.7 million.
Current report
Adjusted EBITDA decreased by $18.8 million, or 52.0%, to $17.3 million for the three months ended March 27, 2026 compared to $36.1 million for the three months ended March 28, 2025. Adjusted EBITDA margin decreased to 8.7% for the three months ended March 27, 2026 compared to 17.2% for the three months ended March 28, 2025. The decrease in Adjusted EBITDA and Adjusted EBITDA margin was largely due to higher input costs.
Current report
Net sales increased by $23.6 million, or 1.7%, to $1,386.9 million for the six months ended March 27, 2026, compared to $1,363.3 million for the six months ended March 28, 2025. The increase in net sales is primarily attributed to increased sales volume of $47.6 million, partially offset by the impact of divestitures of $17.7 million, the impact of solar credits rebates of $8.7 million and lower average selling prices of $7.9 million.
Current report
Cost of sales
Current report
Cost of sales increased by $117.8 million, or 11.7%, to $1,124.9 million for the six months ended March 27, 2026 compared to $1,007.1 million for the six months ended March 28, 2025. The increase in cost of sales was primarily due to higher input costs of $107.9 million and higher sales volume of $35.2 million, partially offset by higher solar energy tax credits of $9.3 million and the impact of recent divestitures of $16.1 million.
Current report
Selling, general and administrative
Current report
Selling, general and administrative expenses increased by $17.0 million, or 8.9%, to $207.5 million for the six months ended March 27, 2026, compared to $190.5 million for the six months ended March 28, 2025. The increase was primarily due to increased transaction costs of $10.0 million, increased restructuring costs of $4.7 million, increased spending on IT initiatives of $3.0 million, increased commissions of $1.4 million, increased costs of $0.6 million spread across a variety of other spend categories, partially offset by lower compensation expenses, net of productivity initiatives, of $2.7 million.
Current report
Intangible asset amortization
Current report
Asset impairment charges
Current report
Asset impairment charges decreased to $11.6 million for the six months ended March 27, 2026 compared to $127.7 million for the six months ended March 28, 2025. The decrease in asset impairment charges resulted primarily from the impairment charges recorded against the HDPE business in fiscal 2025 of $127.7 million compared to the fiscal 2026 impairments of goodwill related to the HDPE business of $6.5 million, as described in Note 4, “Assets Held for Sale”, and impairment charges of $3,774 pertaining to operating lease right-of-use assets, as well as $1,279 associated with construction-in-progress assets, in connection with the closure of plants, as described in Note 6, “Restructuring Charges”.
Current report
Interest expense, net
Current report
Interest expense, net, decreased by $2.6 million, or 15.7%, to $13.9 million for the six months ended March 27, 2026, compared to $16.5 million for the six months ended March 28, 2025. The decrease is primarily due to decreased interest rates on the Company’s Senior Secured Term Loan Facility.
Current report
Litigation settlement expense
Current report
Litigation settlement expense increased to $136.5 million for the six months ended March 27, 2026 compared to no related expense for the six months ended March 28, 2025. The increase in expense is related to the settlement of two classes in the ongoing PVC antitrust litigation described in Note 16, “Commitments and Contingencies”.
Current report
Other expense, net
Current report
Other expense, net, increased to $23.3 million of expense for the six months ended March 27, 2026, compared to $7.6 million of expense for the six months ended March 28, 2025. This is primarily due to a loss on assets held for sale of $25.7 million related to the HDPE business and a gain on the sale of Tectron Tube of $2.3 million in fiscal 2026 compared to a loss on the sale of Northwest Polymers of $6.1 million in fiscal 2025.
Current report
Income tax expense (benefit)
Current report
The Company’s income tax rate decreased to 23.9% for the six months ended March 27, 2026, compared to 53.0% for the six months ended March 28, 2025. The decrease in the current period effective tax rate was driven by the impact of the impairment of the HDPE long-lived assets and divestiture of Northwest Polymers LLC in the second quarter of fiscal 2025.
Current report
SEGMENT RESULTS
Current report
Electrical
Current report
Adjusted EBITDA for the six months ended March 27, 2026 decreased by $53.9 million, or 29.4%, to $129.5 million from $183.3 million for the six months ended March 28, 2025. Adjusted EBITDA margin decreased to 12.9% for the six months ended March 27, 2026, compared to 19.1% for the six months ended March 28, 2025. The decrease in Adjusted EBITDA and Adjusted EBITDA margin was largely due to the increase in input costs as well as the decrease in average selling prices.
Current report
Safety & Infrastructure
Current report
Net sales decreased by $20.6 million, or 5.1%, to $385.4 million for the six months ended March 27, 2026, compared to $406.0 million for the six months ended March 28, 2025. The decrease is primarily due to the impact of divestitures of $11.4 million, the higher economic value of solar energy tax credits to be transferred to certain customers of $8.7 million and the decrease in volume of $4.2 million, partially offset by increased average selling prices of $3.7 million.
Current report
Adjusted EBITDA decreased $4.2 million, or 8.0%, to $47.5 million for the six months ended March 27, 2026, compared to $51.6 million for the six months ended March 28, 2025. Adjusted EBITDA margin decreased to 12.3% for the six months ended March 27, 2026, compared to 12.7% for the six months ended March 28, 2025. The decrease in Adjusted EBITDA and Adjusted EBITDA margin was largely due to increases in input costs outpacing increases in average selling prices.
Current report
During the six months ended March 27, 2026, the Company used $27.2 million cash flow in operating activities compared to generating $160.9 million during the six months ended March 28, 2025. The $188.1 million decrease in cash provided was primarily due to changes in working capital and taxes payable. Net loss increased$105.3 million but was offset by an increase in transaction and impairment related non-cash charges of$37.3 million and an increase in other noncash adjustments, such as depreciation and deferred taxes, of $66.7 million. Changes in working capital represented $115.9 million of cash outflows primarily from the change in accounts receivable due to the timing of when our fiscal second quarter ended. The remaining cash outflows were related to changes in income taxes payable $70.9 million.
Removed paragraphs (10)
Previous report
Net sales decreased by $6.0 million, or 0.9%, to $655.5 million for the three months ended December 26, 2025, compared to $661.6 million for the three months ended December 27, 2024. The decrease in net sales is primarily attributed to decreased average selling prices across the Company’s products of $18.1 million and the impact of divestitures in fiscal 2025 of $5.2 million, partially offset by increased sales volume of $15.3 million.
Previous report
Cost of sales increased by $39.1 million, or 8.0%, to $529.6 million for the three months ended December 26, 2025 compared to $490.5 million for the three months ended December 27, 2024. The increase was primarily due to increased sales volume of $15.2 million, increased inputs costs of $25.3 million, and increased depreciation of $11.8 million partially offset by lower freight and warehousing costs of $15.1 million and the impact of divestitures in fiscal 2025 of $5.7 million. The increase in depreciation primarily relates to additional depreciation of $8.2 million related to site closures as described in Note 5, “Restructuring Charges.”
Previous report
Other (income) expense, net
Previous report
Income tax expense
Previous report
Adjusted EBITDA
Previous report
Adjusted EBITDA for the three months ended December 26, 2025 decreased by $37.3 million, or 40.4%, to $55.1 million from $92.4 million for the three months ended December 27, 2024. Adjusted EBITDA margin decreased to 11.7% for the three months ended December 26, 2025 compared to 19.9% for the three months ended December 27, 2024. The decrease in Adjusted EBITDA and Adjusted EBITDA margin was largely due to lower average selling prices and higher input costs.
Previous report
Net sales decreased by $10.5 million, or 5.3%, for the three months ended December 26, 2025 to $186.3 million compared to $196.7 million for the three months ended December 27, 2024. The decrease is primarily attributed to lower sales volume of $8.1 million.
Previous report
Adjusted EBITDA
Previous report
Adjusted EBITDA increased by $14.6 million, or 93.8%, to $30.2 million for the three months ended December 26, 2025 compared to $15.6 million for the three months ended December 27, 2024. Adjusted EBITDA margin increased to 16.2% for the three months ended December 26, 2025 compared to 7.9% for the three months ended December 27, 2024. The increase in Adjusted EBITDA and Adjusted EBITDA margin was largely due to increases associated with improved operational performance and cost control in our mechanical and construction business.
Previous report
During the three months ended December 26, 2025, the Company used $55.5 million cash flow in operating activities compared to $74.4 million provided during the three months ended December 27, 2024. The $129.9 million decrease in cash provided was primarily due to decreased operating income of $47.9 million, partially offset by less working capital used of $100.3 million and the impact of taxes of $1.9 million.
Reworded paragraphs (9)
Previous wording
Selling, general and administrative expenses increased by $8.1 million, or 8.9%, to $99.6 million for the three months ended December 26, 2025 compared to $91.5 million for the three months ended December 27, 2024. The increase was primarily due to increased transaction costs of $6.3 million and restructuring costs of $1.2 million.
Current wording
Selling, general and administrative expenses increased by $8.9 million, or 9.0%, to $107.9 million for the three months ended March 27, 2026 compared to $99.0 million for the three months ended March 28, 2025. The increase was primarily due to increased compensation costs, net of productivity initiatives, of $5.1 million, increased restructuring costs of $3.5 million, and increased transaction costs of $3.8 million, partially offset by lower costs of $3.5 million across various other spend categories.
Previous wording
Intangible asset amortization expense decreased to $6.3 million for the three months ended December 26, 2025 compared to $11.7 million for the three months ended December 27, 2024. The decrease in amortization expense resulted from certain intangibles becoming fully amortized or the amortizable base decreasing as a result of impairment charges recorded in fiscal 2025.
Current wording
Intangible asset amortization expense decreased to $6.3 million for the three months ended March 27, 2026 compared to $10.2 million for the three months ended March 28, 2025. The decrease in amortization expense resulted from certain intangibles becoming fully amortized or the amortizable base decreasing as a result of impairment charges recorded in fiscal 2025.
Previous wording
Interest expense, net decreased by $1.3 million, or 16.0% to $6.9 million for the three months ended December 26, 2025 compared to $8.2 million for the three months ended December 27, 2024. The decrease is primarily due to decreased interest rates on the Company’s Senior Secured Term Loan Facility.
Current wording
Interest expense, net decreased by $1.3 million, or 15.4% to $7.0 million for the three months ended March 27, 2026 compared to $8.3 million for the three months ended March 28, 2025. The decrease is primarily due to decreased interest rates on the Company’s Senior Secured Term Loan Facility.
Previous wording
The Company recognized $2.3 million of other income for the three months ended December 26, 2025 compared to $1.1 million other expense for the three months ended December 27, 2024. This change is primarily due to a gain on the sale of Tectron Tube of $2.3 million in the first quarter of fiscal 2026.
Current wording
The Company recognized $25.6 million of other expense for the three months ended March 27, 2026 compared to $6.4 million of other expense for the three months ended March 28, 2025. This change is primarily due to a loss of $25.7 million on HDPE assets and liabilities designated as held for sale in the second quarter of fiscal 2026 compared the loss on sale of business of $6.1 million related to the sale of Northwest Polymers in fiscal 2025.
Previous wording
The Company’s income tax rate decreased to 3.0% for the three months ended December 26, 2025 compared to 20.9% for the three months ended December 27, 2024. The decrease in the current period effective tax rate was driven by a one-time discrete tax benefit related to tax planning strategies which resulted in deductible tax attributes.
Current wording
The Company’s income tax rate decreased to 21.8% for the three months ended March 27, 2026 compared to 24.7% for the three months ended March 28, 2025. The decrease in the current period effective tax rate was driven by the impact of the impairment of the HDPE long-lived assets recorded in Q2 FY25.
Previous wording
Net sales increased by $4.2 million, or 0.9%, to $469.6 million for the three months ended December 26, 2025 compared to $465.4 million for the three months ended December 27, 2024. The increase in net sales is primarily attributed to increased sales volume of $23.4 million partially offset by decreased average selling prices of $18.1 million.
Current wording
Net sales increased by $44.0 million, or 4.6%, to $1,002.0 million for the six months ended March 27, 2026, compared to $958.0 million for the six months ended March 28, 2025. The increase in net sales is primarily attributed to increased sales volume of $51.8 million and the impact of foreign exchange of$10.1 million, partially offset by decreased average selling prices of $11.6 million and the impact of divestitures of$6.3 million.
Previous wording
We believe we have sufficient liquidity to support our ongoing operations and to invest in future growth and create value for stockholders. Our cash and cash equivalents were $443.8 million as of December 26, 2025, of which $98.2 million was held at non-U.S. subsidiaries. Those cash balances at foreign subsidiaries may be subject to withholding or local country taxes if the Company’s intention to permanently reinvest such income were to change and cash was repatriated to the United States.
Current wording
We believe we have sufficient liquidity to support our ongoing operations and to invest in future growth and create value for stockholders. Our cash and cash equivalents were $442.3 million as of March 27, 2026, of which $117.3 million was held at non-U.S. subsidiaries. Those cash balances at foreign subsidiaries may be subject to withholding or local country taxes if the Company’s intention to permanently reinvest such income were to change and cash was repatriated to the United States.
Previous wording
During the three months ended December 26, 2025, the Company used $6.6 million in investing activities compared to $41.1 million during the three months ended December 27, 2024. The $47.8 million decrease in cash used in investing activities was primarily due to a decrease of $29.5 million in capital expenditures and proceeds from the sale of Tectron Tube of $18.4 million.
Current wording
During the six months ended March 27, 2026, the Company used $8.1 million in investing activities compared to $48.0 million during the six months ended March 28, 2025. The $39.9 million decrease in cash used in investing activities was primarily due to a decrease of $37.4 million in capital expenditures and an increase in proceeds from the sale of a business of $11.7 million, partially offset by less proceeds from the sale of equipment of $7.4 million.
Previous wording
During the three months ended December 26, 2025, the Company was provided $15.3 million in financing activities compared to $67.7 million used during the three months ended December 27, 2024. The decrease in cash used in financing activities is primarily due to $50.0 million less cash used to repurchase common stock during the three months ended December 26, 2025.
Current wording
During the six months ended March 27, 2026, the Company used $28.5 million in financing activities compared to $129.2 million used during the six months ended March 28, 2025. The decrease in cash used in financing activities is primarily due to $100.0 million less cash used to repurchase common stock during the six months ended March 27, 2026.
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
The consolidated results of operations for the six months ended March 27, 2026 and March 28, 2025 were as follows:
Current report — wording carried from elsewhere
Intangible asset amortization expense decreased to $12.6 million for the six months ended March 27, 2026, compared to $21.9 million for the six months ended March 28, 2025. The decrease in amortization expense resulted from certain intangibles becoming fully amortized or the amortizable base decreasing as a result of impairment charges recorded in fiscal 2025.