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The following Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, including the financial statements, accompanying notes and Management’s Discussion and Analysis of Financial Condition and Results of Operations therein, and the interim condensed consolidated financial statements and accompanying notes included in this Quarterly Report on Form 10-Q.
All dollar amounts are in millions throughout the tables included in Management’s Discussion and Analysis of Financial Condition and Results of Operations unless otherwise indicated.
Cautionary Statements Regarding Forward-Looking Information
All of the statements in this Quarterly Report on Form 10-Q, other than historical facts, are forward-looking statements, including, without limitation, the statements made in the “Management's Discussion and Analysis of Financial Condition and Results of Operations.” As a general matter, forward-looking statements are those focused upon anticipated events or trends, expectations and beliefs relating to matters that are not historical in nature. The words “could,” “should,” “may,” “feel,” “anticipate,” “aim,” “preliminary,” “expect,” “believe,” “estimate,” “intend,” “intent,” “plan,” “will,” “foresee,” “project,” “forecast,” or the negative thereof or variations thereon, and similar expressions identify forward-looking statements.
The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for these forward-looking statements. In order to comply with the terms of the safe harbor, the Company notes that forward-looking statements are subject to known and unknown risks, uncertainties and other factors relating to the Company's operations and business environment, all of which are difficult to predict and many of which are beyond the control of the Company. These known and unknown risks, uncertainties and other factors could cause actual results to differ materially from those matters expressed in, anticipated by or implied by such forward-looking statements. These risks, uncertainties, and other factors include, but are not limited to:
•macroeconomic conditions, including inflation, elevated interest rates, and tariffs, as well as prior supply chain, labor and logistics constraints, have had, and may continue to have, a negative impact on Manitowoc’s ability to convert backlog into revenue (the timing of sales) which could impact, and has impacted, its financial condition, cash flows, and results of operations (including future uncertain impacts);
•uncertainty regarding, and adverse changes to, trade policy, including tariffs, reciprocal tariffs, trade agreements, ongoing negotiations on trade agreements with additional trade partners, legal challenges to certain tariffs authorities, updated guidance from regulators, export duties, import controls and trade barriers (including quotas);
•actions of competitors;
•changes in economic or industry conditions generally or in the markets served by Manitowoc;
•geopolitical events, including the ongoing conflicts in Ukraine and in the Middle East, other political and economic conditions and risks and other geographic factors, have led to and may continue to lead to market disruptions, including volatility in commodity prices (including oil and gas), raw material and component costs, energy prices, inflation, consumer behavior, supply chain, and credit and capital markets, and could result in the impairment of assets;
•changes in customer demand, including changes in global demand for high-capacity lifting equipment, changes in demand for lifting equipment in emerging economies and changes in demand for used lifting equipment including changes in government approval and funding of projects;
•the ability to convert backlog, orders, and order activity into sales and the timing of those sales;
•the ability to focus on customers, new technologies, and innovation;
•uncertainties associated with new product introductions, the successful development and market acceptance of new and innovative products that drive growth;
•failure to comply with regulatory requirements related to the products and aftermarket services the Company sells;
•the ability to capitalize on key strategic opportunities and the ability to implement Manitowoc’s long-term initiatives;
•the ability of Manitowoc's customers to receive financing;
•risks associated with high debt leverage;
•impairment of goodwill and/or intangible assets;
•changes in revenues, margins and costs;
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•the ability to increase operational efficiencies across Manitowoc and to capitalize on those efficiencies;
•the ability to generate cash and manage working capital consistent with Manitowoc’s stated goals;
•work stoppages, labor negotiations, labor rates, and labor costs;
•the Company’s ability to attract and retain qualified personnel;
•changes in the capital and financial markets;
•the ability to complete and appropriately integrate acquisitions, strategic alliances, joint ventures and other significant transactions;
•issues associated with the availability and viability of suppliers;
•the ability to significantly improve profitability;
•realization of anticipated earnings enhancements, cost savings, strategic options and other synergies, and the anticipated timing to realize those savings, synergies and options;
•the replacement cycle of technologically obsolete products;
•foreign currency fluctuation and its impact on reported results;
•risks associated with data security and technological systems and protections;
•the ability to direct resources to those areas that will deliver the highest returns;
•risks associated with manufacturing or design defects;
•natural disasters, other weather events, pandemics and other public health crises disrupting commerce in one or more regions of the world;
•issues relating to the ability to timely and effectively execute on manufacturing strategies, general efficiencies, and capacity utilization of the Company’s facilities;
•the ability to focus and capitalize on product and service quality and reliability;
•issues associated with the quality of materials, components and products sourced from third parties and the ability to successfully resolve those issues;
•changes in laws throughout the world, including governmental regulations on climate change;
•the inability to defend against potential infringement claims on intellectual property rights;
•the ability to sell products and services through distributors and other third parties;
•issues affecting the effective tax rate for the year;
•acts of terrorism; and
•other risks and factors detailed in Manitowoc's 2025 Annual Report on Form 10-K, as such may be amended or supplemented in Manitowoc's subsequently filed Quarterly Reports on Form 10-Q (including this report) and its other filings with the United States Securities and Exchange Commission.
These statements reflect the current views and assumptions of management with respect to future events. Except to the extent required by the federal securities laws, the Company does not undertake, and hereby disclaims, any duty to update these forward-looking statements, even though its situation and circumstances may change in the future. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date of this report. The inclusion of any statement in this report does not constitute an admission by the Company or any other person that the events or circumstances described in such statement are material.
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Current Events
During the second quarter of 2026, the Company received $26.2 million of refunds from U.S. Customs and Border Protection related to previously paid International Emergency Economic Powers Act (“IEEPA”) tariffs. As a result of the refunds received, the Company recognized a net benefit of $11.8 million during the quarter as a reduction of cost of sales within the Condensed Consolidated Statement of Operations. The amount recognized includes the gross benefit from the IEEPA tariff refund, net of refunds expected to be provided to customers, adjustments to previously recognized tariff costs, and interest income recorded to other income (expense) – net. Additionally, there is $4.3 million of IEEPA refund amounts capitalized into inventory that is expected to be recognized in earnings as the associated inventory is sold. The Company continues to monitor ongoing legal and regulatory developments related to tariffs.
Orders and Backlog
Orders and backlog are not measures defined by GAAP and our methodology for determining orders and backlog may vary from the methodology used by other companies. Management uses orders and backlog for capacity and resource planning. The Company believes this information is useful to investors to provide an indication of future revenues. Backlog represents the dollar value of orders which are expected to be recognized in net sales in the future. Orders are included in backlog when an executed binding contract with a price that has a floor has been received but has not been recognized in net sales.
Orders for the three months ended June 30, 2026 increased 56.1% to $708.7 million from $453.9 million for the same period in 2025. The increase in orders was primarily attributable to higher demand in all of the Company’s three segments. Orders were favorably impacted by $6.5 million from changes in foreign currency exchange rates.
Orders for the six months ended June 30, 2026 increased 27.3% to $1,354.4 million from $1,064.2 million for the same period in 2025. The increase in orders was primarily attributable to higher demand in all of the Company’s three segments. Orders were favorably impacted by $32.2 million from changes in foreign currency exchange rates.
As of June 30, 2026, total backlog was $1,050.1 million, an increase of 32.3% from the December 31, 2025 backlog of $793.5 million, and an increase of 44.0% from the June 30, 2025 backlog of $729.3 million. Backlog was unfavorably impacted by $44.6 million from changes in foreign currency exchange rates since December 31, 2025 and was unfavorably impacted by $9.8 million from changes in foreign currency exchange rates since June 30, 2025.
Results of Operations For the Three and Six Months Ended June 30, 2026 and 2025:
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 Percentage Change 2026 2025 Percentage Change
Net sales 594.9 539.5 10.3 % 1,089.5 1,010.4 7.8 %
Gross profit 123.1 99.0 24.3 % 218.4 188.8 15.7 %
Gross profit % 20.7 % 18.4 % 20.0 % 18.7 %
Engineering, selling and administrative expenses 90.4 87.4 3.4 % 181.0 170.3 6.3 %
Interest expense 9.2 9.2 — 18.1 17.9 1.1 %
Other income (expense) - net (0.2 ) 1.0 * (3.3 ) (4.0 ) *
Provision (benefit) for income taxes 7.2 (0.2 ) * 3.9 (2.7 ) *
* Measure not meaningful.
Net Sales
Consolidated net sales for the three months ended June 30, 2026 increased 10.3% to $594.9 million from $539.5 million in the same period in 2025. This increase was primarily attributable to $69.0 million of higher new machine sales in the Company's EURAF and MEAP segments and $10.6 million of higher non-new machine sales across all three segments. This was partially offset by $24.1 million of lower new machine sales in the Company’s Americas segment. Net sales were favorably impacted by $6.5 million from changes in foreign currency exchange rates.
Consolidated net sales for the six months ended June 30, 2026 increased 7.8% to $1,089.5 million from $1,010.4 million in the same period in 2025. This increase was primarily attributable to $83.0 million of higher new machine sales in the Company's EURAF and MEAP segments and $15.7 million of higher non-new machine sales across all three segments. This was partially offset by $19.6 million of lower new machine sales in the Company’s Americas segment. Net sales were favorably impacted by $25.5 million from changes in foreign currency exchange rates.
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Gross Profit
Gross profit for the three months ended June 30, 2026 increased 24.3% to $123.1 million as compared to $99.0 million for the same period in 2025. The increase was primarily due to $11.8 million of benefit from the refund of tariffs previously paid under the IEEPA and higher non-new machine sales and higher new machine revenue across the Company's EURAF and MEAP segments. This was partially offset by $2.5 million of higher year over year other tariff related costs. Gross profit was favorably impacted by $1.2 million from changes in foreign currency exchange rates.
Gross profit for the six months ended June 30, 2026 increased 15.7% to $218.4 million as compared to $188.8 million for the same period in 2025. The increase was primarily due to $11.8 million of benefit from the refund of tariffs previously paid under the IEEPA and higher revenue in the Company's EURAF and MEAP segments. This was partially offset by $4.6 million of higher year over year other tariff related costs. Gross profit was favorably impacted by $4.6 million from changes in foreign currency exchange rates.
Gross profit percentage for the three months ended June 30, 2026 increased to 20.7% as compared to 18.4% for the same period in 2025. The improvement in gross profit percentage was primarily due to the net tariff benefit discussed above.
Gross profit percentage for the six months ended June 30, 2026 increased to 20.0% as compared to 18.7% for the same period in 2025. The improvement in gross profit percentage was primarily due to the net tariff benefit discussed above.
Engineering, Selling, and Administrative Expenses
Engineering, selling, and administrative expenses for the three months ended June 30, 2026 increased 3.4% to $90.4 million from $87.4 million for the same period in 2025. The increase was primarily due to higher employee costs. Engineering, selling, and administrative expenses were unfavorably impacted by $1.1 million from changes in foreign currency exchange rates.
Engineering, selling, and administrative expenses for the six months ended June 30, 2026 increased 6.3% to $181.0 million from $170.3 million for the same period in 2025. The increase was primarily due to higher employee costs. Engineering, selling, and administrative expenses were unfavorably impacted by $4.9 million from changes in foreign currency exchange rates.
Interest Expense
Interest expense for the three months ended June 30, 2026 and 2025 was $9.2 million. See further detail at Note 10, “Debt” to the Condensed Consolidated Financial Statements.
Interest expense for the six months ended June 30, 2026 was $18.1 million as compared to $17.9 million for the same period in 2025. See further detail at Note 10, “Debt” to the Condensed Consolidated Financial Statements.
Other Income (Expense) - Net
Other income (expense) - net was $(0.2) million of expense during the three months ended June 30, 2026 and income of $1.0 million for the same period in 2025. Other income (expense) - net during the three months ended June 30, 2026 was primarily composed of $3.3 million of net currency transaction losses, partially offset by $2.4 million of interest income, which includes $0.9 million of interest received from IEEPA tariff refunds, and $0.5 million of gains on disposal of certain assets. Other income during the three months ended June 30, 2025 was primarily composed of $2.0 million of currency gain. This was partially offset by $0.5 million of pension related costs and $0.6 million of interest related to settlement of the matter with the U.S. Environmental Protection Agency ("EPA").
Other income (expense) - net was $(3.3) million of expense during the six months ended June 30, 2026 and $(4.0) million of expense for the same period in 2025. Other income (expense) - net during the six months ended June 30, 2026 was primarily composed of $6.7 million of net currency transaction losses, partially offset by $2.8 million of interest income, which includes $0.9 million of interest received from IEEPA tariff refunds, and $0.6 million of gains on disposal. Other income (expense) - net during the six months ended June 30, 2025 was primarily composed of $2.9 million of currency loss and $1.0 million of pension related costs and $0.6 million of interest related to settlement of the matter with the EPA.
Provision (Benefit) for Income Taxes
For the three months ended June 30, 2026 and 2025, the Company recorded a provision for income taxes of $7.2 million and benefit for income taxes of $(0.2) million, respectively. For the six months ended June 30, 2026 and 2025, the Company recorded a provision for income taxes of $3.9 million and a benefit for income taxes of $(2.7) million, respectively. Changes to jurisdictional mix and year-to-date income before income taxes resulted in a provision for income taxes in the three and six months ended June 30, 2026 as compared to the prior year's benefit for income taxes. In addition, the Company's effective tax
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rate varies from the U.S. federal statutory rate of 21% due to results of foreign operations that are subject to income taxes at different statutory rates and losses in certain jurisdictions where no tax benefit can be realized.
Segment Operating Performance
The Company manages its business primarily on a geographic basis. The Company has three reportable segments: the Americas segment, EURAF segment, and MEAP segment. Further information regarding the Company’s reportable segments can be found in Note 16, “Segments,” to the Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q.
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 Dollar Change Percentage Change 2026 2025 Dollar Change Percentage Change
Net Sales
Americas $ 301.9 $ 323.2 $ (21.3 ) (6.6 )% $ 570.3 $ 582.5 $ (12.2 ) (2.1 )%
EURAF 197.2 152.5 44.7 29.3 % 364.6 298.1 66.5 22.3 %
MEAP 95.8 63.8 32.0 50.2 % 154.6 129.8 24.8 19.1 %
Segment Operating Income (Loss)
Americas $ 32.2 $ 26.1 $ 6.1 23.4 % $ 44.4 $ 43.8 $ 0.6 1.4 %
EURAF (2.7 ) (14.6 ) 11.9 * (8.0 ) (25.9 ) 17.9 *
MEAP 14.0 9.8 4.2 42.9 % 22.1 21.2 0.9 4.2 %
*Measure not meaningful
Americas
Americas segment net sales decreased 6.6% for the three months ended June 30, 2026 to $301.9 million from $323.2 million for the same period in 2025. The decrease was attributable to $24.1 million of lower new machine sales, partially offset by higher non-new machine sales.
Americas segment net sales decreased 2.1% for the six months ended June 30, 2026 to $570.3 million from $582.5 million for the same period in 2025. The decrease was attributable to $19.6 million of lower new machine sales, partially offset by higher non-new machine sales.
Americas segment operating income increased $6.1 million for the three months ended June 30, 2026 to $32.2 million from $26.1 million for the same period in 2025. The increase was primarily attributable to $11.8 million of benefit from the refund of tariffs previously paid under the IEEPA, partially offset lower sales and by $2.5 million of higher year over year other tariff related costs.
Americas segment operating income increased $0.6 million for the six months ended June 30, 2026 to $44.4 million from $43.8 million for the same period in 2025. The increase was primarily attributable to $11.8 million of benefit from the refund of tariffs previously paid under the IEEPA, partially offset by lower sales and $4.6 million of higher year over year other tariff related costs.
EURAF
EURAF segment net sales increased 29.3% for the three months ended June 30, 2026 to $197.2 million from $152.5 million for the same period in 2025. The increase was primarily attributable to $41.2 million of higher new crane sales. Segment net sales were favorably impacted by $3.3 million from changes in foreign currency exchange rates.
EURAF segment net sales increased 22.3% for the six months ended June 30, 2026 to $364.6 million from $298.1 million for the same period in 2025. The increase was primarily attributable to $62.5 million of higher new crane sales. Segment net sales were favorably impacted by $17.9 million from changes in foreign currency exchange rates.
EURAF segment operating loss decreased $11.9 million for the three months ended June 30, 2026 to $2.7 million from $14.6 million for the same period in 2025. The decrease in operating loss was primarily attributable to favorable product mix, higher net sales, and better operational performance. Segment operating loss was unfavorably impacted by $0.3 million from changes in foreign currency exchange rates.
EURAF segment operating loss decreased $17.9 million for the six months ended June 30, 2026 to $8.0 million from $25.9 million for the same period in 2025. The decrease in operating loss was primarily attributable to higher net sales and better operational performance. Segment operating loss was unfavorably impacted by $1.2 million from changes in foreign currency exchange rates.
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MEAP
MEAP segment net sales increased 50.2% for the three months ended June 30, 2026 to $95.8 million from $63.8 million for the same period in 2025. The increase was primarily attributable to $27.7 million of higher new machine sales. MEAP segment net sales were favorably impacted by $2.9 million from changes in foreign currency exchange rates.
MEAP segment net sales increased 19.1% for the six months ended June 30, 2026 to $154.6 million from $129.8 million for the same period in 2025. The increase was primarily attributable to $20.6 million of higher new machine sales. MEAP segment net sales were favorably impacted by $6.7 million from changes in foreign currency exchange rates.
MEAP segment operating income increased $4.2 million for the three months ended June 30, 2026 to $14.0 million from $9.8 million for the same period in 2025. The increase was primarily due to higher net sales, partially offset by unfavorable product mix. MEAP segment operating income was favorably impacted by $0.4 million from changes in foreign currency exchange rates.
MEAP segment operating income increased $0.9 million for the six months ended June 30, 2026 to $22.1 million from $21.2 million for the same period in 2025. The increase was primarily due higher sales, partially offset by favorable product mix. MEAP segment operating income was favorably impacted by $1.1 million from changes in foreign currency exchange rates.
Financial Condition
Cash Flows
A summary of cash flows for the six months ended June 30, 2026 and 2025 are as follows:
Six Months Ended June 30,
2026 2025 Dollar Change
Net cash provided by (used for) operating activities $ 35.4 $ (54.8 ) $ 90.2
Net cash used for investing activities (20.3 ) (29.5 ) 9.2
Net cash provided by financing activities 4.1 67.0 (62.9 )
Cash and cash equivalents 95.8 32.9 62.9
Cash Flows From Operating Activities
Cash flows provided by operating activities of $35.4 million for the six months ended June 30, 2026 increased $90.2 million from $54.8 million of cash used by financing activities for the same period in 2025. The increase in net cash provided by operating activities was primarily driven by a $42.6 million payment to settle a legal matter with the U.S. EPA made in 2025, $33.2 million of higher cash provided by the net change in operating assets and liabilities, and $26.2 million of cash receipts from the refund of tariffs paid under IEEPA.
Cash Flows From Investing Activities
Net cash used for investing activities of $20.3 million for the six months ended June 30, 2026 decreased $9.2 million from $29.5 million for the same period in 2025. The decrease in net cash used for investing activities was primarily due to $12.9 million of cash outflows in the prior year related to the purchase of certain assets and territory from Ring Power Corporation, partially offset by an increase in capital expenditures of $3.7 million, net of proceeds from property, plant, and equipment in the current year.
Cash Flows From Financing Activities
Net cash provided by financing activities of $4.1 million for the six months ended June 30, 2026 decreased $62.9 million from $67.0 million of cash provided by financing activities for the same period in 2025. The decrease in net cash provided by financing activities was primarily due to a reduction of $56.0 million of borrowings under the ABL Revolving Credit Facility.
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Liquidity and Capital Resources
The Company’s liquidity position as of June 30, 2026, December 31, 2025 and June 30, 2025 is summarized as follows:
June 30, 2026 December 31, 2025 June 30, 2025
Cash and cash equivalents $ 95.8 $ 77.3 $ 32.9
Revolver borrowing capacity 325.0 325.0 325.0
Other debt availability 49.6 47.7 47.8
Less: Borrowings on revolver (158.5 ) (144.6 ) (156.9 )
Less: Borrowings on other debt (4.4 ) (4.3 ) (7.8 )
Less: Outstanding letters of credit (3.4 ) (3.4 ) (3.4 )
Total liquidity $ 304.1 $ 297.7 $ 237.6
The Company believes its liquidity and expected cash flows from operations are sufficient to meet expected working capital, capital expenditure, and other general ongoing operational needs in the subsequent twelve months.
Cash Sources
The Company has historically relied primarily on cash flows from operations, borrowings under revolving credit facilities and overdraft facilities, issuances of notes, and other forms of debt financing as its sources of cash.
The maximum availability under the Company’s current ABL Revolving Credit Facility is $325.0 million, of which $100.0 million is available to our German subsidiary. The borrowing capacity under the ABL Revolving Credit Facility is based on the value of inventory, accounts receivable and certain fixed assets of the Loan Parties. The Loan Parties’ obligations under the ABL Revolving Credit Facility are secured on a first-priority basis, subject to certain exceptions and permitted liens, by substantially all the personal property and fee-owned real property of the Loan Parties. The liens securing the ABL Revolving Credit Facility are senior in priority to the second-priority liens securing the obligations under the 2031 Notes and the related guarantees. The ABL Revolving Credit Facility has a maturity date of September 18, 2029, and includes a $75.0 million letter of credit sub-facility, $10.0 million of which is available to the Company's German subsidiary that is a borrower under this facility.
In addition to the ABL Revolving Credit Facility, the Company has access to committed and non-committed lines of credit to fund working capital in Europe and China. There are six facilities, of which five facilities are denominated in Euros totaling €37.0 million and one facility denominated in Chinese Yuan totaling ¥50.0 million. Total U.S. dollar availability as of June 30, 2026 for the six facilities was $49.6 million, with $4.4 million outstanding.
Debt
Outstanding debt as of June 30, 2026 and December 31, 2025 is summarized as follows:
June 30, 2026 December 31, 2025
Borrowings under senior secured asset based revolving credit facility $ 158.5 $ 144.6
Senior secured second lien notes due 2031 300.0 300.0
Other debt 15.0 20.6
Deferred financing costs (4.0 ) (4.4 )
Total debt 469.5 460.8
Short-term borrowings and current portion of long-term debt (8.9 ) (13.7 )
Long-term debt $ 460.6 $ 447.1
Both the ABL Revolving Credit Facility and 2031 Notes include customary covenants and events of default. Refer to Note 10, “Debt,” to the Condensed Consolidated Financial Statements for additional discussions of covenants under the ABL Revolving Credit Facility and 2031 Notes. As of June 30, 2026, the Company was in compliance with all affirmative and negative covenants in its debt instruments, inclusive of the financial covenants pertaining to the ABL Revolving Credit Facility and 2031 Notes. Based upon management’s current plans and outlook, the Company believes it will be able to comply with these covenants during the subsequent twelve months. From time to time, the Company seeks to opportunistically raise capital in the debt capital markets and bank credit markets.
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Non-GAAP Measures
The Company uses EBITDA, adjusted EBITDA, adjusted operating income (loss), adjusted net income (loss), adjusted diluted net income (loss) per share (“adjusted DEPS”), adjusted return on invested capital (“adjusted ROIC”) and free cash flows, which are financial measures that are not prepared in accordance with GAAP, as additional metrics to evaluate the Company’s performance. The Company believes these non-GAAP measures provide important supplemental information to readers regarding business trends that can be used in evaluating its results because these financial measures provide a consistent method of comparing financial performance and are commonly used by investors to assess performance. These non-GAAP financial measures should be considered together with, and are not substitutes for, the GAAP financial information provided herein.
Adjusted ROIC
Adjusted ROIC measures how efficiently the Company uses invested capital in its operations. Adjusted ROIC is not a measure defined by GAAP and the Company’s methodology for determining Adjusted ROIC may vary from the methodology used by other companies. Management and the Board of Directors use Adjusted ROIC as a measure to assess operational performance and capital allocation. The Company believes this information is useful to investors as it provides a measure of value creation as a percentage of capital invested.
Adjusted ROIC is determined by dividing adjusted net operating profit after tax (“Adjusted NOPAT”) for the trailing twelve-months by the five-quarter average of invested capital. Adjusted NOPAT is calculated for each quarter by taking operating income plus the addback of amortization of intangible assets, and the addback or subtraction of restructuring expenses, other non-recurring items – net, and provision for income taxes, which is determined using a 15% tax rate. Invested capital is defined as net total assets less cash and cash equivalents and income tax assets - net plus short-term and long-term debt. Income tax assets - net are defined as net income tax payables/receivables, net deferred tax assets/liabilities, and uncertain tax positions.
The Company’s Adjusted ROIC as of June 30, 2026 was 6.9%. Below is the calculation of Adjusted ROIC as of June 30, 2026 and 2025.
Trailing Twelve Months Ended June 30, 2026 Trailing Twelve Months Ended June 30, 2025
Operating income $ 72.9 $ 38.8
Amortization of intangible assets 3.1 3.0
Restructuring expense 4.7 3.5
Other non-recurring items - net (1) 2.8 3.6
Adjusted operating income 83.5 48.9
Provision for income taxes (12.5 ) (7.3 )
Adjusted NOPAT $ 71.0 $ 41.6
5-Quarter Average 2026 5-Quarter Average 2025
Total assets $ 1,873.4 $ 1,766.4
Total liabilities (1,184.2 ) (1,131.9 )
Net total assets 689.2 634.6
Cash and cash equivalents (64.8 ) (36.7 )
Short-term borrowings and current portion of long-term debt 12.9 20.7
Long-term debt 456.8 410.3
Income tax assets - net (66.7 ) (43.8 )
Invested capital $ 1,027.4 $ 985.1
Adjusted ROIC 6.9 % 4.2 %
(1)The adjustments in 2026 represent the addback of $2.5 million of costs associated with a legal matter and $0.3 million of other one-time costs. The adjustment in 2025 represents the addback of $3.6 million of costs associated with a legal matter with the EPA.
Adjusted Net Income (Loss) and Adjusted DEPS
The Company defines adjusted net income (loss) as net income (loss) plus the addback or subtraction of restructuring and other non-recurring items. Adjusted DEPS is defined as adjusted net income (loss) divided by diluted weighted average shares
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outstanding. Diluted weighted average common shares outstanding are adjusted for the effect of dilutive stock awards when there is net income on an adjusted basis, as applicable. The reconciliation of net income (loss) and diluted net income (loss) per share to adjusted net income (loss) and Adjusted DEPS for the three and six months ended June 30, 2026 and 2025 are summarized as follows. All dollar amounts are in millions, except per share data and share amounts.
Three Months Ended June 30,
2026 2025
As reported Adjustments Adjusted As reported Adjustments Adjusted
Gross profit $ 123.1 $ — $ 123.1 $ 99.0 $ — $ 99.0
Engineering, selling and administrative expenses (1) (90.4 ) 2.0 (88.4 ) (87.4 ) — (87.4 )
Amortization of intangible assets (0.8 ) — (0.8 ) (0.8 ) — (0.8 )
Restructuring expense (2) (0.8 ) 0.8 — (1.0 ) 1.0 —
Operating income 31.1 2.8 33.9 9.8 1.0 10.8
Interest expense (9.2 ) — (9.2 ) (9.2 ) — (9.2 )
Amortization of deferred financing fees (0.3 ) — (0.3 ) (0.3 ) — (0.3 )
Other income (expense) - net (3) (0.2 ) — (0.2 ) 1.0 0.6 1.6
Income before income taxes 21.4 2.8 24.2 1.3 1.6 2.9
(Provision) benefit for income taxes (4) (7.2 ) (0.2 ) (7.4 ) 0.2 (0.3 ) (0.1 )
Net income $ 14.2 $ 2.6 $ 16.8 $ 1.5 $ 1.3 $ 2.8
Diluted weighted average common shares outstanding 36,529,556 36,529,556 35,823,866 35,823,866
Diluted net income per share $ 0.39 $ 0.46 $ 0.04 $ 0.08
(1)The adjustment in 2026 represents the addback of $2.0 million of costs associated with a legal matter.
(2)The adjustments in 2026 and 2025 represent the addback of restructuring expense.
(3)The adjustment in 2025 represents $0.6 million of interest related to settlement of a legal matter with the EPA.
(4)The adjustments in 2026 and 2025 represent the net income tax impact of items (1) and (2).
Six Months Ended June 30,
2026 2025
As reported Adjustments Adjusted As reported Adjustments Adjusted
Gross profit $ 218.4 $ — $ 218.4 $ 188.8 $ — $ 188.8
Engineering, selling and administrative expenses (1) (181.0 ) 2.8 (178.2 ) (170.3 ) — (170.3 )
Amortization of intangible assets (1.6 ) — (1.6 ) (1.6 ) — (1.6 )
Restructuring expense (2) (1.6 ) 1.6 — (1.8 ) 1.8 —
Operating income 34.2 4.4 38.6 15.1 1.8 16.9
Interest expense (18.1 ) — (18.1 ) (17.9 ) — (17.9 )
Amortization of deferred financing fees (0.7 ) — (0.7 ) (0.7 ) — (0.7 )
Other expense - net (3) (3.3 ) — (3.3 ) (4.0 ) 0.6 (3.4 )
Income (loss) before income taxes 12.1 4.4 16.5 (7.5 ) 2.4 (5.1 )
(Provision) benefit for income taxes (4) (3.9 ) (0.4 ) (4.3 ) 2.7 (0.5 ) 2.2
Net income (loss) $ 8.2 $ 4.0 $ 12.2 $ (4.8 ) $ 1.9 $ (2.9 )
Diluted weighted average common shares outstanding 36,625,619 36,625,619 35,363,682 35,363,682
Diluted net income (loss) per share $ 0.22 $ 0.33 $ (0.14 ) $ (0.08 )
(1)The adjustments in 2026 represent the addback of $2.5 million of costs associated with a legal matter and $0.3 million of other one-time costs.
(2)The adjustments in 2026 and 2025 represent the addback of restructuring expense.
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(3)The adjustment in 2025 represents $0.6 million of interest related to settlement of a legal matter with the EPA.
(4)The adjustments in 2026 and 2025 represent the net income tax impact of items (1) and (2).
EBITDA and Adjusted EBITDA
The Company defines EBITDA as net income (loss) before interest, taxes, depreciation, and amortization. The Company defines adjusted EBITDA as EBITDA plus the addback or subtraction of restructuring expense, other income (expense) - net, and certain other non-recurring items.
The reconciliation of net income (loss) to EBITDA, and further to adjusted EBITDA for the three and six months ended June 30, 2026 and 2025 and trailing twelve months is summarized as follows.
Three Months Ended June 30, Six Months Ended June 30, Trailing Twelve
2026 2025 2026 2025 Months
Net income (loss) $ 14.2 $ 1.5 $ 8.2 $ (4.8 ) $ 20.2
Interest expense and amortization of deferred financing fees 9.5 9.5 18.8 18.6 39.4
Provision (benefit) for income taxes 7.2 (0.2 ) 3.9 (2.7 ) 11.8
Depreciation expense 14.2 14.7 28.3 29.5 58.7
Amortization of intangible assets 0.8 0.8 1.6 1.6 3.1
EBITDA 45.9 26.3 60.8 42.2 133.2
Restructuring expense 0.8 1.0 1.6 1.8 4.7
Other non-recurring items - net (1) 2.0 — 2.8 — 2.8
Other (income) expense - net (2) 0.2 (1.0 ) 3.3 4.0 1.5
Adjusted EBITDA $ 48.9 $ 26.3 $ 68.5 $ 48.0 $ 142.2
Adjusted EBITDA margin percentage 8.2 % 4.9 % 6.3 % 4.8 % 6.4 %
(1)Other non-recurring items - net for the three months ended June 30, 2026 relate to $2.0 million of costs associated with a legal matter. Other non-recurring items - net for the six months ended June 30, 2026 relate to $2.5 million of costs associated with a legal matter and $0.3 million of other one-time costs.
(2)Other (income) expense - net includes net foreign currency (gains) losses, other components of net periodic pension costs, and other items in the three, six, and trailing twelve months ended June 30, 2026 and the three and six months ended June 30, 2025.
Free Cash Flows
Free cash flows is defined as net cash provided by operating activities less cash outflow from investment in capital expenditures. The reconciliation of net cash provided by operating activities to free cash flows for the six months ended June 30, 2026 and 2025 is summarized as follows.
Six Months Ended June 30,
2026 2025
Net cash provided by (used for) operating activities $ 35.4 $ (54.8 )
Capital expenditures (22.3 ) (16.8 )
Free cash flows $ 13.1 $ (71.6 )
Critical Accounting Policies
The Company's critical accounting policies have not materially changed since the 2025 Annual Report on Form 10-K was filed. Refer to the Critical Accounting Policies and Estimates in “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in the Annual Report on Form 10-K for the year ended December 31, 2025 for information about the Company’s policies, methodology and assumptions related to critical accounting policies.
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