Atkore Inc
For the period ended Dec 27, 2024. Filed Feb 4, 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.
Dec 27, 2024 · Filed Feb 4, 2025
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 2024-06-28; filed 2024-08-06.
0001666138-24-000069
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2024-12-27; filed 2025-02-04.
0001666138-25-000030
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 113 previous paragraphs and 96 current paragraphs.
74 unchanged; 11 reworded; 9 added; 26 removed; 2 previous and 2 current paragraphs rearranged.
Tables are not compared: 15 previous and 8 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 (9)
Current report
Our Harvey, Illinois collective bargaining agreement with the United Steelworkers Union, which represents approximately 370 employees expired in April 2024. As of February 3, 2025, the United Steelworkers Unions employees have continued to work while negotiations for a new contract are ongoing. While both sides continue to negotiate, no assurance can be given that a mutual agreement will be reached without the United Steelworks Union approving and implementing a strike.
Current report
Cost of sales decreased by $17.4 million, or 3.4%, to $490.5 million for the three months ended December 27, 2024 compared to $507.9 million for the three months ended December 29, 2023. The decrease was primarily due to decreased sales volume of $30.9 million partially offset by increased input costs of $7.0 million and increased freight costs of $4.9 million.
Current report
Selling, general and administrative expenses decreased by $9.2 million, or 9.1%, to $91.5 million for the three months ended December 27, 2024 compared to $100.6 million for the three months ended December 29, 2023. The decrease was primarily due to lower medical and insurance expense of $6.6 million, lower commissions of $2.9 million, lower costs across other expense categories of $2.3 million and impacts of foreign exchange rates of $1.7 million, partially offset by increased investments in people and software of $3.2 million and increased stock compensation expense of $1.1 million.
Current report
Other expense, net increased to $1.1 million for the three months ended December 27, 2024 compared to $12.2 thousand other expense for the three months ended December 29, 2023. This increase is primarily due to increased foreign exchange losses of $1.0 million on intercompany loans.
Current report
Net sales decreased by $128.3 million, or 21.6%, to $465.4 million for the three months ended December 27, 2024 compared to $593.7 million for the three months ended December 29, 2023. The decrease in net sales is primarily attributed to decreased average selling prices of $95.7 million and decreased sales volume of $33.3 million.
Current report
Adjusted EBITDA
Current report
Net sales decreased by $8.4 million, or 4.1%, for the three months ended December 27, 2024 to $196.7 million compared to $205.1 million for the three months ended December 29, 2023. The decrease is primarily attributed to lower sales volume of $10.5 million.
Current report
Adjusted EBITDA
Current report
Adjusted EBITDA decreased by $3.9 million, or 20.2%, to $15.6 million for the three months ended December 27, 2024 compared to $19.5 million for the three months ended December 29, 2023. Adjusted EBITDA margin decreased to 7.9% for the three months ended December 27, 2024 compared to 9.5% for the three months ended December 29, 2023. The decrease in Adjusted EBITDA and Adjusted EBITDA margin were largely due to lower sales volume.
Removed paragraphs (26)
Previous report
Cost of sales decreased by $25.6 million, or 4.5%, to $542.7 million for the three months ended June 28, 2024 compared to $568.3 million for the three months ended June 30, 2023. The decrease was primarily due to the increased benefit of solar energy tax credits of $29.0 million and lower input costs of $2.9 million, partially offset by higher sales volume of $0.6 million and higher freight costs of $4.8 million.
Previous report
Selling, general and administrative expenses decreased by $5.0 million, or 4.9%, to $98.0 million for the three months ended June 28, 2024 compared to $103.0 million for the three months ended June 30, 2023. The decrease was primarily due to decreased commissions of $1.2 million, decreased variable compensation of $1.8 million, decreased stock compensation of $1.6 million and decreased spending across a variety of other spend categories of $0.4 million.
Previous report
Other expense, net decreased to $0.6 million for the three months ended June 28, 2024 compared to $3.7 million other expense for the three months ended June 30, 2023. This decrease is due to impairments recognized in the three months ended June 30, 2023 in connection with the Company’s plans to exit from operations in Russia of $3.9 million.
Previous report
Net sales decreased by $99.7 million, or 14.1%, to $606.0 million for the three months ended June 28, 2024 compared to $705.6 million for the three months ended June 30, 2023. The decrease in net sales is primarily attributed to decreased average selling prices of $80.8 million and decreased sales volume of $18.2 million.
Previous report
Net sales increased by $3.4 million, or 1.6%, for the three months ended June 28, 2024 to $217.0 million compared to $213.6 million for the three months ended June 30, 2023. The increase is primarily attributed to higher volumes of $17.0 million, partially offset by the increased economic value of solar energy tax credits to be transferred of $7.2 million and decreased average selling prices of $6.8 million.
Previous report
Adjusted EBITDA increased by $8.5 million, or 39.8%, to $30.0 million for the three months ended June 28, 2024 compared to $21.5 million for the three months ended June 30, 2023. Adjusted EBITDA margin increased to 13.8% for the three months ended June 28, 2024 compared to 10.1% for the three months ended June 30, 2023. The increase in Adjusted EBITDA and Adjusted EBITDA margin was largely due to higher sales volume and the increased net benefit of solar energy tax credits.
Previous report
Net sales decreased by $235.1 million, or 8.9%, to $2,413.8 million for the nine months ended June 28, 2024, compared to $2,648.9 million for the nine months ended June 30, 2023. The decrease in net sales is primarily attributed to decreased average selling prices of $302.0 million and the increased economic value of solar energy tax credits to be transferred to certain customers of $32.9 million, partially offset by increased sales volume of $95.7 million.
Previous report
Cost of sales
Previous report
Cost of sales decreased by $58.9 million, or 3.7% to $1,552.0 million for the nine months ended June 28, 2024 compared to $1,610.8 million for the nine months ended June 30, 2023. The decrease in cost of sales was primarily due to lower input costs of $102.1 million and the increased benefit of solar energy tax credits of $61.0 million, partially offset by higher sales volume of $67.0 million and higher freight costs of $25.4 million.
Previous report
Selling, general and administrative
Previous report
Selling, general and administrative expenses increased by $5.9 million, or 2.0% to $297.1 million for the nine months ended June 28, 2024, compared to $291.2 million for the nine months ended June 30, 2023. The increase was primarily due to increased general spending on business improvement initiatives of $24.0 million and higher variable compensation of $2.6 million, partially offset by lower costs of commissions of $4.1 million, lower stock compensation of $3.3 million and lower costs of $13.3 million spread across a variety of other spend categories.
Previous report
Intangible asset amortization
Previous report
Interest expense, net
Previous report
Interest expense, net, decreased by $0.6 million, or 2.2% to $26.1 million for the nine months ended June 28, 2024, compared to $26.6 million for the nine months ended June 30, 2023. The decrease is primarily due to decreased interest rates on the Company’s Senior Secured Term Loan Facility.
Previous report
Other expense, net
Previous report
Other expense, net decreased to $1.3 million of other expense for the nine months ended June 28, 2024, compared to $7.6 million of other expense for the nine months ended June 30, 2023. This decrease is due to impairments recognized in the nine months ended June 30, 2023 in connection with the Company’s plans to exit from operations in Russia of $7.6 million.
Previous report
Income tax expense
Previous report
The Company’s income tax rate increased to 19.3% for the nine months ended June 28, 2024, compared to 18.0% for the nine months ended June 30, 2023. The increase in the current period effective tax rate was driven by a decrease in the benefit related to solar energy tax credits. In the third quarter of fiscal 2023, the Company recognized a one time $39,799 benefit in its income tax expense related to the credits available as part of the IRA.
Previous report
SEGMENT RESULTS
Previous report
Electrical
Previous report
Net sales decreased by $234.8 million, or 11.6%, to $1,790.4 million for the nine months ended June 28, 2024, compared to $2,025.3 million for the nine months ended June 30, 2023. The decrease in net sales is primarily attributed to decreased average selling prices of $282.2 million partially offset increased sales volume of $43.4 million.
Previous report
Adjusted EBITDA for the nine months ended June 28, 2024 decreased by $184.6 million, or 24.1%, to $582.7 million from $767.3 million for the nine months ended June 30, 2023. Adjusted EBITDA margin decreased to 32.5% for the nine months ended June 28, 2024, compared to 37.9% for the nine months ended June 30, 2023. The decrease in Adjusted EBITDA and Adjusted EBITDA margin was largely due to the decrease in average selling prices outpacing decreases in input costs.
Previous report
Safety & Infrastructure
Previous report
Net sales increased by $0.7 million, or 0.1%, to $624.6 million for the nine months ended June 28, 2024, compared to $623.9 million for the nine months ended June 30, 2023. The increase is primarily due tohigher volumes of $52.3 million, partially offset by decreased average selling prices of $19.8 million and the increased economic value of solar energy tax credits to be transferred to certain customers of $32.9 million.
Previous report
Adjusted EBITDA decreased $13.0 million, or 14.8%, to $75.1 million for the nine months ended June 28, 2024, compared to $88.1 million for the nine months ended June 30, 2023. Adjusted EBITDA margin decreased to 12.0% for the nine months ended June 28, 2024, compared to 14.1% for the nine months ended June 30, 2023. The decrease in Adjusted EBITDA and Adjusted EBITDA margin was largely due to lower average selling prices and increased input costs.
Previous report
•failure to generate the significant amount of cash needed to pay dividends;
Reworded paragraphs (11)
Previous wording
Net sales decreased by $96.8 million or 10.5% to $822.4 million for the three months ended June 28, 2024, compared to $919.1 million for the three months ended June 30, 2023. The decrease in net sales is primarily attributed to decreased average selling prices across the Company’s products of $87.5 million, the increased economic value of solar energy tax credits to be transferred to certain customers of $7.2 million, and decreased sales volume of $1.2 million.
Current wording
Net sales decreased by $136.9 million or 17.1% to $661.6 million for the three months ended December 27, 2024, compared to $798.5 million for the three months ended December 29, 2023. The decrease in net sales is primarily attributed to decreased average selling prices across the Company’s products of $96.2 million and decreased sales volume of $43.8 million.
Previous wording
Intangible asset amortization expense decreased to $13.2 million for the three months ended June 28, 2024 compared to $15.2 million for the three months ended June 30, 2023. The decrease in amortization expense resulted from certain intangibles becoming fully amortized.
Current wording
Intangible asset amortization expense decreased to $11.7 million for the three months ended December 27, 2024 compared to $14.5 million for the three months ended December 29, 2023. The decrease in amortization expense resulted from certain intangibles becoming fully amortized.
Previous wording
Interest expense, net increased by $1.3 million, or 14.5% to $9.9 million for the three months ended June 28, 2024 compared to $8.7 million for the three months ended June 30, 2023. The increase is primarily due to increased interest rates on the Company’s Senior Secured Term Loan Facility.
Current wording
Interest expense, net increased by $0.4 million, or 5.3% to $8.2 million for the three months ended December 27, 2024 compared to $7.8 million for the three months ended December 29, 2023. The increase is primarily due to increased interest rates on the Company’s Senior Secured Term Loan Facility.
Previous wording
The Company’s income tax rate increased to 21.9% for the three months ended June 28, 2024 compared to 8.6% for the three months ended June 30, 2023. The increase in the current period effective tax rate was driven by a decrease in the benefit related to solar energy tax credits. In the third quarter of fiscal 2023, the Company recognized a one time $39,799 benefit in its income tax expense related to the credits available as part of the IRA.
Current wording
The Company’s income tax rate increased to 20.9% for the three months ended December 27, 2024 compared to 17.5% for the three months ended December 29, 2023. The increase in the current period effective tax rate was driven by a decrease in the excess tax benefit associated with stock compensation.
Previous wording
Adjusted EBITDA for the three months ended June 28, 2024 decreased by $84.0 million, or 31.5%, to $182.6 million from $266.6 million for the three months ended June 30, 2023. Adjusted EBITDA margin decreased to 30.1% for the three months ended June 28, 2024 compared to 37.8% for the three months ended June 30, 2023. The decrease in Adjusted EBITDA and Adjusted EBITDA margin was largely due to the decrease in average selling prices outpacing decreases in input costs.
Current wording
Adjusted EBITDA for the three months ended December 27, 2024 decreased by $112.0 million, or 54.8%, to $92.4 million from $204.4 million for the three months ended December 29, 2023. Adjusted EBITDA margin decreased to 19.9% for the three months ended December 27, 2024 compared to 34.4% for the three months ended December 29, 2023. The decreases in Adjusted EBITDA and Adjusted EBITDA margin were largely due to the decreases in average selling prices and sales volume.
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 $303.7 million as of June 28, 2024, of which $99.7 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 $310.4 million as of December 27, 2024, of which $96.3 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
We may from time to time repurchase our debt or take other steps to reduce our debt. These actions may include open market repurchases, negotiated repurchases or opportunistic refinancing of debt. The amount of debt, if any, that may be repurchased or refinanced will depend on market conditions, trading levels of our debt, our cash position, compliance with debt covenants and other considerations.
Current wording
The amount of debt, if any, that may be repurchased or refinanced will depend on market conditions, trading levels of our debt, our cash position, compliance with debt covenants and other considerations.
Previous wording
During the nine months ended June 28, 2024, the Company was provided $350.0 million by operating activities compared to $563.7 million during the nine months ended June 30, 2023. The $213.7 million decrease in cash provided was primarily due to decreased operating income, and an increase of $94.2 million cash used in working capital.
Current wording
During the three months ended December 27, 2024, the Company was provided $74.4 million by operating activities compared to $158.1 million during the three months ended December 29, 2023. The $83.7 million decrease in cash provided was primarily due to decreased operating income of $109.1 million partially offset by less working capital used of $10.2 million and the impact of taxes of $12.8 million.
Previous wording
During the nine months ended June 28, 2024, the Company used $110.7 million in investing activities compared to $205.9 million during the nine months ended June 30, 2023. The $95.2 million decrease in cash used in investing activities was primarily due to a decrease of $77.3 million cash used in acquisitions as a result of the acquisition of Elite Polymer solutions in the first quarter of fiscal 2023 and no acquisitions in fiscal 2024 and a decrease of $17.4 million in capital expenditures. During the nine months ended June 28, 2024, the Company paid out $6,036 of accrued purchase price primarily related to the fiscal 2022 acquisition of Cascade Poly Pipe & Conduit and Northwest Polymers.
Current wording
During the three months ended December 27, 2024, the Company used $41.1 million in investing activities compared to $50.3 million during the three months ended December 29, 2023. The $9.2 million decrease in cash used in investing activities was primarily due to a decrease of $3.0 million in capital expenditures and proceeds from the sale of equipment of $0.1 million. Additionally, in fiscal 2024, the Company paid $6.0 million of purchase price payable related to the fiscal 2022 acquisition of Cascade Pipe and Poly & Conduit and Northwest Polymers. No additional activity related to acquisitions occurred during the three months ended December 27, 2024.
Previous wording
During the nine months ended June 28, 2024, the Company used $324.6 million in financing activities compared to $431.6 million used during the nine months ended June 30, 2023. The decrease in cash used in financing activities is primarily due to $135.0 million less cash used to repurchase common stock during the nine months ended June 28, 2024 compared to the same period in the prior year partially offset by fiscal 2024 dividends paid of $23.2 million and $4.3 million more in issuance of common stock, net of shares withheld for tax.
Current wording
During the three months ended December 27, 2024, the Company used $67.7 million in financing activities compared to $118.2 million used during the three months ended December 29, 2023. The decrease in cash used in financing activities is primarily due to $46.4 million less cash used to repurchase common stock during the three months ended December 27, 2024 and $15.4 million less in issuance of common stock, net of shares withheld for tax partially offset by an increase in dividends paid of $11.1 million.
Previous wording
•our inability to continue importing raw materials, component parts or finished goods;
Current wording
•our inability to continue importing raw materials, component parts and/or finished goods;
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
We may from time to time repurchase our debt or take other steps to reduce our debt. These actions may include open market repurchases, negotiated repurchases or opportunistic refinancing of debt.
Current report — wording carried from elsewhere
•failure to generate cash sufficient to pay dividends;
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
The consolidated results of operations for the nine months ended June 28, 2024 and June 30, 2023 were as follows:
Previous report — wording carried elsewhere
Intangible asset amortization expense decreased to $41.9 million for the nine months ended June 28, 2024, compared to $42.8 million for the nine months ended June 30, 2023. The decrease in amortization expense resulted from certain intangibles becoming fully amortized.