ASTEC INDUSTRIES INC 10-Q

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations The financial condition, results of operations and cash flows discussed in this Management's Discussion and Analysis of Financial Condition and Results of Operations are those of Astec Industries, Inc. and its consolidated subsidiaries, collectively, the "Company," "Astec," "we," "our" or "us." The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited consolidated financial statements and related notes included in Item 1 of Part I of this Quarterly Report on Form 10-Q and with our audited consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2022. The financial position, results of operations, cash flows and other information included herein are not necessarily indicative of the financial position, results of operations and cash flows that may be expected in future periods. Forward-Looking Statements This Quarterly Report on Form 10-Q, particularly the following discussion and analysis of our results of operations, financial condition and liquidity in this "Management's Discussion and Analysis of Financial Condition and Results of Operations," contains forward-looking statements within the meaning of the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. Such statements relate to, among other things, income, earnings, cash flows, changes in operations, operating improvements, businesses in which we operate and the United States and global economies. Statements in this Quarterly Report on Form 10-Q that are not historical are hereby identified as "forward-looking statements" and may be indicated by words or phrases such as "anticipates," "supports," "plans," "projects," "expects," "believes," "should," "would," "could," "forecast," "management is of the opinion," or use of the future tense and similar words or phrases. These forward-looking statements are based largely on management's expectations, which are subject to a number of known and unknown risks, uncertainties and other factors described under the caption "Item 1A. Risk Factors" in Part II of this Report, elsewhere herein and in other documents filed by the Company with the Securities and Exchange Commission, including Part I, Item 1A. Risk Factors of the Company's Annual Report on Form 10-K for the year ended December 31, 2022, which may cause actual results, financial or otherwise, to be materially different from those anticipated, expressed or implied by the forward-looking statements. All forward-looking statements included in this document are based on information available to us on the date hereof, and we assume no obligation to update any such forward-looking statements to reflect future events or circumstances, except as required by law. Overview We design, engineer, manufacture and market equipment and components used primarily in road building and related construction activities, as well as certain other products. Our products are used in each phase of road building, from quarrying and crushing the aggregate to application of the road surface for both asphalt and concrete. We also manufacture certain equipment and components unrelated to road construction, including equipment for the mining, quarrying, construction and demolition industries and port and rail yard operators; industrial heat transfer equipment; commercial whole-tree pulpwood chippers; horizontal grinders; blower trucks; commercial and industrial burners; and combustion control systems. Our products are marketed both domestically and internationally primarily to asphalt producers; highway and heavy equipment contractors; utility contractors; sand and gravel producers; construction, demolition, recycle and crushing contractors; mine and quarry operators; port and inland terminal authorities; power stations; and domestic and foreign government agencies. In addition to equipment sales, we manufacture and sell replacement parts for equipment in each of our product lines and replacement parts for some competitors' equipment. The distribution and sale of replacement parts is an integral part of our business. See Note 10, Segment Information, of the Notes to Unaudited Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for further discussion of our reportable segments. 21 INDEX Executive Summary Highlights of our financial results for the three months ended June 30, 2023 as compared to the same period of the prior year include the following: • Net sales were $350.0 million, an increase of 10.0% • Gross profit was $82.9 million, an increase of 31.8% • Income from operations was $17.3 million, an increase of $19.0 million • Net income attributable to Astec increased 435.9% to $13.1 million from a loss of $3.9 million • Diluted earnings per share were $0.58, an increase of 441.2% • Backlog of $688.8 million, a decrease of 17.7% as compared to June 30, 2022 Significant Items Impacting Operations in 2023 Strategic Transformation – We are undergoing a multi-year phased implementation of a standardized ERP system across our global organization, which will replace much of our existing disparate core financial systems. The upgraded ERP will initially convert our internal operations, manufacturing, finance, human capital resources management and customer relationship systems to cloud-based platforms. This new ERP system will provide for standardized processes and integrated technology solutions that enable us to better leverage automation and process efficiency. An implementation of this scale is a major financial undertaking and requires substantial time and attention of management and key employees. We materially completed the ERP global design in 2022, launched the human capital resources module in our locations in the United States in January 2023 and converted the operations of one manufacturing site along with Corporate during the second quarter of 2023 to set the foundation before accelerating the implementation at additional sites in 2024 and 2025. We anticipate incurring total costs associated with the ERP implementation in the range of $125 to $150 million, with an estimated $25 to $30 million incurred per year which began in 2022. In addition, in the first quarter of 2022, a lean manufacturing initiative at one of our largest sites was initiated and is expected to drive improvement in gross margin at that site. We substantially completed the design efforts for this project during 2022. We also began executing investments to acquire and install manufacturing equipment intended to drive increased efficiencies in our production processes. We plan to continue these capital investments during 2023, which are anticipated to be largely completed by the end of 2023. Gross margin improvements are expected to be realized in conjunction with the project completion in early to mid-2024. This improvement is intended to serve as the optimal blueprint for our other manufacturing facilities. Total costs of $7.8 million and $15.0 million were incurred related to these strategic transformation initiatives in the three and six months ended June 30, 2023, respectively, of which $7.7 million and $14.9 million, respectively, are recorded in "Selling, general and administrative expenses" and $0.1 million in each period is included in "Cost of sales" in the Consolidated Statements of Operations. Costs totaling $6.4 million and $11.7 million were incurred in the three and six months ended June 30, 2022, respectively, and are recorded in "Selling, general and administrative expenses" in the Consolidated Statements of Operations. Additionally, at June 30, 2023, we have capitalized $26.5 million in deferred implementation costs associated with the ERP implementation that are being amortized ratably over the remaining contract term, of which $2.8 million and $23.7 million were included in "Prepaid expenses and other assets" and "Other long-term assets" in the Consolidated Balance Sheets, respectively. Tacoma Site Closure – In January 2021, we announced plans to close the Tacoma facility in order to simplify and consolidate operations. The Tacoma facility ceased manufacturing operations at the end of 2021. The transfer of the manufacturing and marketing of Tacoma product lines to other facilities within the Infrastructure Solutions segment was completed during the first quarter of 2022. The Tacoma facility's land, building and certain equipment assets of $15.4 million were included in "Assets held for sale" in the Consolidated Balance Sheets at December 31, 2022. The sale of these assets was completed in the first quarter of 2023 for $19.9 million. We recorded a $3.4 million gain for the sale of these assets in "Restructuring, impairment and other asset charges, net" in the Consolidated Statements of Operations. Leadership Change and Overhead Restructuring – As previously announced on January 6, 2023, Mr. Barry A. Ruffalo's employment as President and Chief Executive Officer was terminated and he was succeeded by Mr. Jaco van der Merwe. In accordance with the terms of Mr. Ruffalo's separation agreement, we recorded $1.8 million of restructuring costs during the first quarter of 2023 related to the modification of Mr. Ruffalo's equity awards as well as third-party transition support costs in "Restructuring, impairment and other asset charges, net" in the Consolidated Statements of Operations. The related recovery of $1.6 million of incurred share-based compensation expense was recorded in "Selling, general and administrative expenses" in the Consolidated Statements of Operations. Management continually reviews our organizational structure and operations to ensure they are optimized and aligned with achieving our near-term and long-term operational and profitability targets. In connection with this review, in February 2023, we 22 INDEX implemented a limited restructuring plan to right-size and reduce the fixed cost structure of certain overhead departments. Charges of $0.3 million and $5.5 million for employee termination costs, including equity award modifications, were incurred in the three and six months ended June 30, 2023, respectively, and recorded in "Restructuring, impairment and other asset charges, net" in the Consolidated Statements of Operations. The related recovery of $0.2 million and $1.0 million of incurred share-based compensation expense was recorded in "Selling, general and administrative expenses" in the Consolidated Statements of Operations during the three and six months ended June 30, 2023, respectively. Industry and Business Condition Our financial performance is affected by a number of factors, including the cyclical nature and varying conditions of the markets we serve. Demand in these markets fluctuates in response to overall economic conditions and is particularly sensitive to the amount of public sector spending on infrastructure development, privately funded infrastructure development and changes in the prices of liquid asphalt, oil, natural gas and steel. In addition, many of our markets are highly competitive, and our products compete worldwide with similar products produced and sold by a number of other manufacturers and dealers. Backlog represents the dollar value of orders for equipment and parts which are expected to be recognized in net sales in the future. Orders are contractually binding purchase commitments from customers, which are included in backlog when we are in receipt of an executed contract and any required deposits or security and have not yet been recognized into net sales. Certain orders for which we have received binding letters of intent or contracts will not be included in backlog until all required contractual documents and deposits are received. Backlog is not a measure defined by U.S. GAAP, and our methodology for determining backlog may vary from the methodology used by other companies in determining their backlog amounts. In addition, our backlog should not necessarily be viewed as an accurate indicator of revenue for any particular period. Backlog levels provide management and investors additional details of committed orders that are expected to convert to future net sales. Management uses backlog information for capacity and resource planning as well as to monitor inventory levels in our facilities relative to expected future net sales. Our $688.8 million backlog of orders at June 30, 2023 continues to remain strong. The backlog of orders decreased $148.6 million, or 17.7%, compared to $837.4 million as of June 30, 2022. The decrease in backlog was driven by 2023 sales delivery outpacing new orders compared to a build of backlog throughout 2022, which was largely due to strong customer demand and logistics and manufacturing throughput disruptions. We expect backlog levels to normalize from the historically high levels we have experienced in recent years largely based on supply chain stabilization. Macroeconomic factors such as higher inflation and increased interest rates, among other factors, may also influence future customer spending. Additionally, we are focused on prudent expansion of our production capacity that we anticipate will allow us to more effectively convert backlog to sales in the future with greater efficiency and shorter lead times. Federal funding provides a significant portion of all highway, street, roadway and parking construction in the United States. We believe that federal highway funding influences the purchasing decisions of our customers, who are typically more amenable to making capital equipment purchases with long-term federal legislation in place. The U.S. government enacted the Infrastructure Investment and Jobs Act ("IIJA") in November 2021. The IIJA allocates $548 billion in government spending to new infrastructure over the five-year period concluding in 2026, with certain amounts specifically allocated to fund highway and bridge projects. We believe that multi-year highway programs (such as the IIJA) will have the greatest positive impact on the road construction industry and allow our customers to plan and execute longer-term projects. Significant portions of our revenues from the Infrastructure Solutions segment relate to the sale of equipment involved in the production, handling, recycling or application of asphalt mix. Liquid asphalt is a by-product of oil refining. An increase or decrease in the price of oil impacts the cost of asphalt, which is likely to alter demand for asphalt and therefore affect demand for certain of our products. While increasing oil prices may have a negative financial impact on many of our customers, our equipment can use a significant amount of reclaimed asphalt pavement, thereby partially mitigating the effect of increased oil prices on the final cost of asphalt for the customer. We continue to develop products and initiatives to reduce the amount of oil and related products required to produce asphalt. While oil prices had declined during the first half of 2023, they remain at relatively high levels. Price volatility continues to make it difficult to predict the costs of oil-based products used in road construction such as liquid asphalt and gasoline. Oil prices have routinely fluctuated in recent years and are expected to continue to fluctuate in the future. Based on the current macroeconomic environment, we anticipate that oil prices will remain at relatively high levels throughout 2023. Steel is a major component of our equipment. Driven by supply constraints, steel prices increased throughout the prior year, stabilizing at historically high levels at the end of 2022. Steel prices have softened slightly in 2023 and are expected to be maintained at these regulated levels through the remainder of 2023. During 2022, we observed a slowing in market demand and reduced lead times as buyers were responding to recessionary pressures and restricted their purchases to near-term needs. Lead times increased during the first quarter of 2023 but have settled at a rate consistent with the prior year. We anticipate that steel demand will remain relatively strong during 2023, driven by the IIJA domestically and impacted by international production capacity. We continue to employ flexible strategies to ensure supply and minimize the impact of price volatility. Potential ongoing constraints in the supply of certain steel products may continue pressuring the availability of other components used in our manufacturing process. Furthermore, given the volatility of steel prices and the nature of our customers' orders, we may not be able to pass through all increases in steel costs to our customers, which negatively impacts our gross profit and margins. 23 INDEX We actively manage our global supply chain for any identified constraints and volatility. Supply chain constraints experienced in prior periods have eased recently, however, lead times for certain key supplies remain elongated. We continue to focus on identifying and qualifying alternative suppliers wherever possible to help alleviate any lagging or potential future challenges in our supply chain. We also continually monitor potential future supply costs and availability in an effort to proactively address challenges that might occur. In addition, while we have continued to experience shortages of necessary production personnel in certain markets, we have seen a slight easing in the tight labor market. However, higher turnover during the pandemic periods of 2020 through 2022 have contributed to lower tenured production staff. Higher labor costs to attract staff in our manufacturing operations are normalizing at elevated levels. We continue to adjust our production schedules and manufacturing workload distribution, provide comprehensive training, outsource components, implement efficiency improvements and actively modify our recruitment process and compensation and benefits to attract and retain production personnel in our manufacturing facilities. Whenever possible, we attempt to cover increased costs of production by adjusting the prices of our products. Backlog fulfillment times from the initial order to completing the contracted sale vary and can extend past twelve months. For this reason, we have limitations on our ability to pass on cost increases to our customers on a short-term basis. In addition, the markets we serve are competitive in nature, and competition limits our ability to pass through cost increases in many cases. Through our operational excellence initiatives, we also strive to minimize the effect of inflation through cost reductions and improved manufacturing efficiencies. Results of Operations Net Sales Net sales for the second quarter of 2023 were $350.0 million compared to $318.2 million for the second quarter of 2022, an increase of $31.8 million, or 10.0%. The increase in net sales was primarily driven by net favorable changes in the volume, pricing and mix of sales that generated increases in (i) service and equipment installation revenue of $13.7 million, (ii) equipment sales of $12.6 million, (iii) parts and component sales of $6.1 million and (iv) used equipment sales of $1.9 million. These increases were partially offset by a decrease in other revenue of $2.0 million, which was primarily driven by increased utilization of our interest subsidy programs offered to certain of our dealer customers and decreased freight revenue of $0.5 million. Sales reported by our foreign subsidiaries in U.S. dollars for the second quarter of 2023 would have been $3.5 million higher had second quarter 2023 foreign exchange rates been the same as second quarter 2022 rates. Net sales for the first six months of 2023 were $697.9 million compared to $609.4 million for the first six months of 2022, an increase of $88.5 million, or 14.5%. The increase in net sales was primarily driven by net favorable changes in the volume, pricing and mix of sales that generated increases in (i) equipment sales of $56.0 million, (ii) service and equipment installation revenue of $23.7 million and (iii) parts and component sales of $10.5 million. These increases were partially offset by a decrease in other revenue of $3.5 million, which was primarily driven by increased utilization of our interest subsidy programs offered to certain of our dealer customers. Sales reported by our foreign subsidiaries in U.S. dollars for the first six months of 2023 would have been $6.8 million higher had the first six months of 2023 foreign exchange rates been the same as the first six months of 2022 rates. Domestic sales for the second quarter of 2023 were $286.4 million, or 81.8% of consolidated net sales, compared to $248.4 million, or 78.1% of consolidated net sales, for the second quarter of 2022, an increase of $38.0 million, or 15.3%. Domestic sales increased primarily due to (i) $19.1 million higher equipment sales, (ii) $12.2 million higher service and equipment installation revenue, (iii) $7.8 million higher parts and component sales and (iv) $1.4 million higher used equipment sales. These increases were partially offset by decreased other revenue of $1.8 million, which was primarily driven by higher utilization of our interest subsidy programs offered to certain of our dealer customers and decreased freight revenue of $0.7 million. Domestic sales for the first six months of 2023 were $567.7 million, or 81.3% of consolidated net sales, compared to $482.9 million, or 79.2% of consolidated net sales, for the first six months of 2022, an increase of $84.8 million, or 17.6%. Domestic sales increased primarily due to (i) $54.2 million higher equipment sales, (ii) $22.0 million higher service and equipment installation revenue and (iii) $11.3 million higher parts and component sales. These increases were partially offset by a decrease in other revenue of $3.4 million, which was primarily driven by higher utilization of our interest subsidy programs offered to certain of our dealer customers. International sales for the second quarter of 2023 were $63.6 million, or 18.2% of consolidated net sales, compared to $69.8 million, or 21.9% of consolidated net sales, for the second quarter of 2022, a decrease of $6.2 million, or 8.9%. International sales decreased primarily due to lower new equipment sales of $6.5 million and lower parts and components sales of $1.7 million. These decreases were partially offset by $1.5 million higher service and equipment installation revenue. International sales for the first six months of 2023 were $130.2 million, or 18.7% of consolidated net sales, compared to $126.5 million, or 20.8% of consolidated net sales, for the first six months of 2022, an increase of $3.7 million, or 2.9%. International 24 INDEX sales increased primarily due to higher new equipment sales of $1.8 million and higher service and equipment installation sales of $1.7 million. Gross Profit Gross profit for the second quarter of 2023 was $82.9 million, or 23.7% of net sales, as compared to $62.9 million, or 19.8% of net sales, for the second quarter of 2022, an increase of $20.0 million, or 31.8%. The increase was primarily driven by net favorable volume, pricing and mix that generated $33.6 million higher gross profit. These increases were partially offset by the impact of inflation on materials, labor and overhead of $10.7 million and manufacturing inefficiencies of $2.9 million primarily related to increased warranty program costs and unfavorable inventory adjustments partially offset by production efficiencies. Gross profit for the first six months of 2023 was $172.1 million, or 24.7% of net sales, as compared to $127.6 million, or 20.9% of net sales, for the first six months of 2022, an increase of $44.5 million, or 34.9%. The increase was primarily driven by the net favorable volume, pricing and mix of $72.9 million and $2.3 million of gross profit generated by an acquired business. These increases were partially offset by inflation on materials, labor and overhead of $24.5 million and manufacturing inefficiencies of $6.2 million due in part to the effects of lower tenured production staff associated with the turnover experienced in the prior year and increased warranty program costs partially offset by the impact of an out-of-period benefit of $1.9 million associated with the correction of over-accruals of inventory-related expenses recorded in the first quarter of 2023. Selling, General and Administrative Expenses Selling, general and administrative expenses increased $3.3 million, or 5.4%, to $64.5 million, or 18.4% of net sales, for the second quarter of 2023, compared to $61.2 million, or 19.2% of net sales, for the second quarter of 2022 primarily due to (i) increased net payroll and employee benefit costs of $2.0 million, which was largely driven by general employee cost increases and higher annual incentive compensation costs of $1.7 million, partially offset by reduced health insurance costs of $1.8 million, (ii) $1.3 million increased consulting and project costs and (iii) $1.3 million increased costs related to our strategic transformation program. These increases were partially offset by lower amortization expense of $1.0 million and reduced acquisition and integration related costs of $0.8 million primarily associated with the acquisition of MINDS, which was completed in April 2022. Selling, general and administrative expenses increased $11.5 million, or 9.5%, to $132.4 million, or 19.0% of net sales, for the first six months of 2023, compared to $120.9 million, or 19.8% of net sales, for the first six months of 2022 primarily due to (i) increased net payroll and employee benefit costs of $4.3 million, which was largely driven by general employee cost increases and higher annual incentive compensation costs of $1.2 million, partially offset by lower share-based compensation expense of $3.5 million related to the recovery of share-based compensation expense for awards that were forfeited or modified in conjunction with the termination of our previous CEO and the limited overhead restructuring action implemented in February 2023, (ii) $3.2 million of increased costs related to our strategic transformation program, (iii) $2.9 million of higher exhibit and promotional costs primarily due to the ConExpo industry trade show held once every three years, (iv) $2.4 million increased consulting, prototype and project costs and (v) incremental expenses associated with the acquisition of MINDS of $1.1 million. These increases were partially offset by lower amortization expense of $2.0 million and reduced acquisition and integration related costs of $1.4 million primarily associated with the acquisition of MINDS. 25 INDEX Restructuring, Impairment and Other Asset Charges, Net Restructuring, asset impairment charges and the net gain on sale of property and equipment for the three and six month periods ended June 30, 2023 and 2022 are presented below: Three Months Ended June 30, Six Months Ended June 30, (in millions) 2023 2022 2023 2022 Restructuring charges: Costs associated with leadership change and overhead restructuring $ 0.3 $ — $ 7.3 $ — Costs associated with exited operations - Enid 0.1 0.4 0.2 0.6 Costs associated with closing Tacoma — — — 0.8 Total restructuring related charges 0.4 0.4 7.5 1.4 Asset impairment charges: Other impairment charges 0.8 3.0 0.8 3.0 Total asset impairment charges 0.8 3.0 0.8 3.0 Gain on sale of property and equipment, net: Gain on sale of property and equipment, net (0.1) — (3.5) — Total gain on sale of property and equipment, net (0.1) — (3.5) — Restructuring, impairment and other asset charges, net $ 1.1 $ 3.4 $ 4.8 $ 4.4 See Note 11, Strategic Transformation and Restructuring, Impairment and Other Asset Charges, net of the Notes to Unaudited Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for discussion of the individual restructuring actions taken. Interest Expense Interest expense of $2.0 million and $4.0 million was incurred in the three and six months ended June 30, 2023, respectively, as compared to $0.6 million and $1.0 million in the three and six months ended June 30, 2022, respectively, primarily related to outstanding borrowings on our revolving credit facility. No borrowings were outstanding on our prior revolving credit facility during the first six months of 2022. Other income (expenses), net Other income, net was $0.1 million for the second quarter of 2023 compared to an expense of $2.6 million for the second quarter of 2022, primarily due to net foreign currency transaction losses of $2.3 million in 2022 that did not recur in 2023. Other income, net was $0.5 million for the first six months of 2023 compared to an expense of $1.4 million for the first six months of 2022, an increase of $1.9 million primarily due to the change in net foreign currency transaction gains and losses. Income Tax Our income tax expense for the second quarter of 2023 was $2.7 million compared to an income tax benefit of $0.8 million for the second quarter of 2022. Our effective income tax rate was 17.0% for the second quarter of 2023 compared to 17.0% for the second quarter of 2022. The income tax expense for the three months ended June 30, 2023 as compared to benefit in the same period in 2022 was primarily due to higher pretax book income and changes in the relative weighting of jurisdictional income and loss, partially offset by a net discrete tax benefit related to a research and development credit. Our income tax expense for the first six months of 2023 was $7.1 million, reflecting a 21.9% effective tax rate, compared to $0.1 million expense for the first six months of 2022. The income tax expense for the six months ended June 30, 2023 was higher compared to the same period in 2022 primarily due to higher pretax book income and changes in the relative weighting of jurisdictional income and loss, partially offset by a net discrete tax benefit related to a research and development credit. 26 INDEX Backlog The backlog of orders as of June 30, 2023 was $688.8 million compared to $837.4 million as of June 30, 2022, a decrease of $148.6 million, or 17.7%. Domestic backlog decreased $116.9 million, or 16.6%, and international backlog decreased $31.7 million, or 24.0%, respectively. The backlog decreased $96.2 million to $472.1 million in the Infrastructure Solutions segment and decreased $52.7 million to $214.8 million in the Materials Solutions segment. The Corporate and Other backlog represents our controls and automation business and increased $0.3 million to $1.9 million. The decrease in backlog was driven by 2023 sales delivery outpacing new orders compared to a build of backlog throughout 2022, which was largely due to strong customer demand and logistics and manufacturing throughput disruptions. We expect backlog levels to normalize from the historically high levels we have experienced in recent years largely based on supply chain stabilization. Macroeconomic factors such as higher inflation and increased interest rates, among other factors, may also influence future customer spending. Additionally, we are focused on prudent expansion of our production capacity that we anticipate will allow us to more effectively convert backlog to sales in the future with greater efficiency and shorter lead times. Segment Net Sales - Three Months Ended : Three Months Ended June 30, $ Change % Change (in millions) 2023 2022 Infrastructure Solutions $ 218.1 $ 209.6 $ 8.5 4.1 % Materials Solutions 130.2 107.4 22.8 21.2 % Corporate and Other 1.7 1.2 0.5 41.7 % Infrastructure Solutions Sales in this segment were $218.1 million for the second quarter of 2023 compared to $209.6 million for the same period in 2022, an increase of $8.5 million, or 4.1%. The increase was primarily driven by net favorable changes in the volume, pricing and mix of sales that generated increased (i) service and equipment installation revenue of $12.7 million, (ii) parts and component sales of $4.8 million and (iii) used equipment sales of $1.6 million. These increases were offset by lower new equipment sales of $10.0 million and lower freight revenue of $0.6 million. Domestic sales for the Infrastructure Solutions segment increased $18.3 million, or 10.7%, for the second quarter of 2023 compared to the same period in 2022 primarily due to (i) increased service and equipment installation sales of $12.0 million, (ii) increased parts and component sales of $6.6 million and (iii) increased used equipment sales of $1.4 million. These increases were partially offset by decreases in freight revenue and new equipment sales of $0.9 million and $0.8 million, respectively. International sales for the Infrastructure Solutions segment decreased $9.8 million, or 24.9%, for the second quarter of 2023 compared to the same period in 2022 primarily due to decreased new equipment sales and parts and component sales of $9.2 million and $1.8 million, respectively. These decreases were partially offset by higher service and equipment installation sales of $0.7 million. Materials Solutions Sales in this segment were $130.2 million for the second quarter of 2023 compared to $107.4 million for the same period in 2022, an increase of $22.8 million, or 21.2%. The increase was primarily driven by net favorable changes in the volume, pricing and mix of sales that generated increased (i) new equipment sales of $21.9 million, (ii) parts and component sales of $1.4 million and (iii) service and equipment installation revenue of $1.0 million. These increases were partially offset by a decrease in other revenue of $1.9 million, which was primarily driven by increased utilization of our interest subsidy programs offered to certain of our dealer customers. Domestic sales for the Materials Solutions segment increased by $19.4 million, or 24.9%, for the second quarter of 2023 compared to the same period in 2022, primarily driven by increased equipment and increased parts and component sales of $19.6 million and $1.2 million, respectively. These increases were partially offset by decreased other revenue of $1.7 million, which was primarily driven by increased utilization of our interest subsidy programs offered to certain of our dealer customers. International sales for the Materials Solutions segment increased $3.4 million, or 11.6%, for the second quarter of 2023 compared to the same period in 2022 primarily due to increases in new equipment and service and equipment installation sales of $2.3 million and $0.9 million, respectively. 27 INDEX Segment Net Sales - Six Months Ended : Six Months Ended June 30, $ Change % Change (in millions) 2023 2022 Infrastructure Solutions $ 448.0 $ 407.1 $ 40.9 10.0 % Materials Solutions 244.1 201.1 43.0 21.4 % Corporate and Other 5.8 1.2 4.6 383.3 % Infrastructure Solutions Sales in this segment were $448.0 million for the first six months of 2023 compared to $407.1 million for the same period in 2022, an increase of $40.9 million or 10.0%. The increase was primarily driven by net favorable changes in the volume, pricing and mix of sales that generated increased (i) service and equipment installation revenue of $22.3 million, (ii) new equipment sales of $9.3 million and (iii) parts and component sales of $8.4 million. Domestic sales for the Infrastructure Solutions segment increased $42.1 million or 12.5% for the first six months of 2023 compared to the same period in 2022 primarily due to (i) increased service and equipment installation sales of $21.8 million, (ii) increased new equipment sales of $10.9 million and (iii) increased parts and component sales of $9.5 million. International sales for the Infrastructure Solutions segment decreased $1.2 million or 1.7% for the first six months of 2023 compared to the same period in 2022 primarily due to lower equipment sales of $1.6 million. Materials Solutions Sales in this segment were $244.1 million for the first six months of 2023 compared to $201.1 million for the same period in 2022, an increase of $43.0 million, or 21.4%. The increase was primarily driven by net favorable changes in the volume, pricing and mix of sales that generated increased new equipment and parts and component sales of $42.7 million and $2.0 million, respectively. These increases were partially offset by decreased other revenue of $3.7 million, which was primarily driven by increased utilization of our interest subsidy programs offered to some of our dealer customers. Domestic sales for the Materials Solutions segment increased by $40.7 million, or 27.9%, for the first six months of 2023 compared to the same period in 2022, driven by increased new equipment and parts and component sales of $41.7 million and $1.7 million, respectively. These increases were partially offset by decreased other revenue of $3.5 million, which was primarily driven by increased utilization of our interest subsidy programs offered to certain of our dealer customers. International sales for the Materials Solutions segment increased $2.3 million, or 4.2%, for the first six months of 2023 compared to the same period in 2022 primarily due to increased service and equipment installation and new equipment sales. Corporate and Other Corporate and Other sales are generated from our controls and automation business. Sales were $5.8 million for the first six months of 2023 compared to $1.2 million for the same period in 2022, an increase of $4.6 million, or 383.3%. The increase was primarily related to net incremental sales from MINDS during the first quarter of 2023. The MINDS acquisition was completed on April 1, 2022 and results of operations have been consolidated from that date. Segment Operating Adjusted EBITDA Segment Operating Adjusted EBITDA is the measure of segment profit or loss used by our Chief Executive Officer, whom is determined to be the chief operating decision maker ("CODM"), to evaluate performance and allocate resources to the operating segments. Segment Operating Adjusted EBITDA, a non-GAAP financial measure, is defined as net income or loss before the impact of interest income or expense, income taxes, depreciation and amortization and certain other adjustments that are not considered by the CODM in the evaluation of ongoing operating performance. This non-GAAP financial measure can be useful to investors in understanding operating results and the performance of our core business from management's perspective. Our presentation of Segment Operating Adjusted EBITDA may not be comparable to similar measures used by other companies and is not necessarily indicative of the results of operations that would have occurred had each reportable segment been an independent, stand-alone entity during the periods presented. See Note 10, Segment Information, of the Notes to Unaudited Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for a reconciliation of Segment Operating Adjusted EBITDA to total consolidated net income attributable to controlling interest. 28 INDEX Segment Operating Adjusted EBITDA-Three Months Ended: Three Months Ended June 30, $ Change % Change (in millions) 2023 2022 Infrastructure Solutions $ 26.7 $ 15.9 $ 10.8 67.9 % Materials Solutions 18.3 9.5 8.8 92.6 % Corporate and Other (12.3) (12.3) — — % Infrastructure Solutions segment: Segment Operating Adjusted EBITDA for the Infrastructure Solutions segment was $26.7 million for the second quarter of 2023 compared to $15.9 million for the same period in 2022, an increase of $10.8 million, or 67.9%. The increase in Segment Operating Adjusted EBITDA resulted primarily from the impact of favorable net volume, pricing and mix that generated $21.3 million higher gross profit. These increases were partially offset by (i) the impact of higher inflation on materials, labor and overhead costs of $6.6 million, (ii) increased selling, general and administrative costs of $3.1 million, primarily due to higher personnel related costs and (iii) manufacturing inefficiencies of $1.5 million due in part to the effects of unfavorable inventory adjustments, partially offset by production efficiencies. Materials Solutions segment: Segment Operating Adjusted EBITDA for the Materials Solutions segment was $18.3 million for the second quarter of 2023 compared to $9.5 million for the same period in 2022, an increase of $8.8 million, or 92.6%. The increase in Segment Operating Adjusted EBITDA between periods resulted primarily from the impact of favorable net volume, pricing and mix that generated $12.7 million higher gross profit and lower selling, general, administrative and other net costs of $1.4 million, primarily driven by $1.7 million net foreign currency transaction losses in 2022 that did not recur in 2023. These increases were partially offset by the impact of higher inflation on materials, labor and overhead costs of $4.0 million and manufacturing inefficiencies of $1.4 million. Segment Operating Adjusted EBITDA-Six Months Ended : Six Months Ended June 30, $ Change % Change (in millions) 2023 2022 Infrastructure Solutions $ 54.0 $ 32.3 $ 21.7 67.2 % Materials Solutions 33.6 21.7 11.9 54.8 % Corporate and Other (19.1) (22.1) 3.0 13.6 % Infrastructure Solutions segment: Segment Operating Adjusted EBITDA for the Infrastructure Solutions segment was $54.0 million for the first six months of 2023 compared to $32.3 million for the same period in 2022, an increase of $21.7 million, or 67.2%. The increase in Segment Operating Adjusted EBITDA resulted primarily from the impact of favorable net volume, pricing and mix that generated $48.6 million higher gross profit. These increases were partially offset by (i) the impact of higher inflation on materials, labor and overhead costs of $15.4 million, (ii) increased selling, general and administrative costs of $8.7 million, primarily due to $6.5 million higher personnel related costs, $2.3 million increased consulting, prototype and project costs and $1.3 million of increased exhibit and promotional costs related to the ConExpo industry trade show and (iii) manufacturing inefficiencies of $3.1 million in part as a result of unfavorable inventory adjustments, partially offset by the impact of an out-of-period benefit of $1.9 million associated with the correction of over-accruals of inventory-related expenses recorded in the first quarter of 2023. Materials Solutions segment: Segment Operating Adjusted EBITDA for the Materials Solutions segment was $33.6 million for the first six months of 2023 compared to $21.7 million for the same period in 2022, an increase of $11.9 million, or 54.8%. The increase in Segment Operating Adjusted EBITDA resulted primarily from the impact of favorable net volume, pricing and mix that generated $25.2 million higher gross profit. These increases were partially offset by (i) the impact of higher inflation on materials, labor and overhead costs of $9.0 million, (ii) manufacturing inefficiencies of $3.1 million and (iii) increased general and administrative costs of $1.2 million, primarily due to $1.6 million of increased exhibit and promotional costs related to the ConExpo industry trade show. Corporate and Other: Corporate and Other operations had net expenses of $19.1 million for the first six months of 2023 compared to $22.1 million for the first six months of 2022, a decrease of $3.0 million, or 13.6%. The decrease in expenses was primarily driven by an incremental $1.5 million of profit contributed by MINDS during the first quarter of 2023 and $1.3 million of lower general and administrative expenses, primarily associated with employee related costs including the recovery of share-based compensation expense related to awards forfeited or modified in conjunction with the termination of our previous CEO and the limited overhead restructuring action implemented in February 2023, which was partially offset by increased health insurance costs. The MINDS acquisition was completed on April 1, 2022 and results of operations have been consolidated from that date. 29 INDEX Liquidity and Capital Resources Our primary sources of liquidity and capital resources are cash and cash equivalents on hand, borrowing capacity under a $250.0 million revolving credit facility and cash flows from operations. As of June 30, 2023, our total liquidity was $226.8 million, consisting of $41.4 million of cash and cash equivalents available for operating purposes and $185.4 million available for additional borrowings under our revolving credit facility, to the extent our compliance with financial covenants permits such borrowings. Our foreign subsidiaries held $28.5 million of cash and cash equivalents available for operating purposes, which is considered to be indefinitely invested in those jurisdictions. Our future cash requirements primarily include working capital needs, debt service obligations, capital expenditures, vendor hosted software arrangements including the related implementation costs, unrecognized tax benefits and operating lease payments. In addition, our variable cash uses may include the payment of our quarterly cash dividend, financing other strategic initiatives of our business, including, but not limited to, transformation initiatives, strategic acquisitions and share repurchases under our share repurchase authorization. We believe that our current working capital, cash flows generated from future operations and available capacity under our revolving credit facility will be sufficient to meet working capital and capital expenditure requirements for our existing business for at least the next 12 months. On December 19, 2022, we entered into a new credit agreement (the "Credit Agreement") with Wells Fargo Bank, National Association, as administrative agent, and the lenders party thereto, which replaced the previously existing credit facility with a borrowing capacity of $150.0 million and a maturity date of December 29, 2023 (the "Previous Credit Facility"). The Credit Agreement provides for (i) a revolving credit facility (consisting of revolving credit loans and swingline loans) and a letter of credit facility, in an aggregate amount of up to $250.0 million, (ii) an incremental credit facility in an aggregate amount not to exceed $125.0 million (the "Credit Facilities") and (iii) a maturity date of December 19, 2027. We had $62.0 million in outstanding borrowings under the Credit Facilities at June 30, 2023. Our outstanding letters of credit totaling $2.6 million decreased borrowing availability to $185.4 million under the revolving credit facility as of June 30, 2023. We anticipate continuing to utilize the Credit Facilities with more frequency in the near-term to support our domestic working capital needs. The Credit Agreement contains certain financial covenants, including requirements related to our Consolidated Total Net Leverage Ratio and Consolidated Interest Coverage Ratio, each as defined in the agreement. Failure to satisfy these covenants could result in the accelerated repayment of our indebtedness. We were in compliance with the financial covenants of the Credit Facilities at June 30, 2023. Due to the increased borrowings under our Credit Facilities and higher interest rates, we expect our interest expense in 2023 to be significantly higher than in prior years. Our Brazilian subsidiary maintains a separate term loan for working capital purposes with a bank in Brazil, which is secured by its manufacturing facility. Certain of our international subsidiaries in South Africa, Australia, Brazil, Canada and the United Kingdom each have separate credit facilities with local financial institutions, primarily to finance short-term working capital needs, as well as to cover foreign exchange contracts, performance letters of credit, advance payment and retention guarantees. In addition, the Brazilian subsidiary also enters into order anticipation agreements on a periodic basis. Both the outstanding borrowings under the credit facilities of the international subsidiaries and the order anticipation agreements are recorded in "Short-term debt" in our Consolidated Balance Sheets. Each of the credit facilities are generally guaranteed by Astec Industries, Inc. and/or secured with certain assets of the local subsidiary. We regularly enter into agreements, primarily to purchase inventory, in the ordinary course of business. As of June 30, 2023, open purchase obligations totaled $255.5 million, of which $217.9 million are expected to be fulfilled within the remainder of 2023. We estimate that our capital expenditures will be between $25 million and $35 million for the year ending December 31, 2023, which may be impacted by general economic, financial or operational changes and competitive, legislative and regulatory factors, among other considerations. 30 INDEX Cash Flows The following table summarizes cash flows during the six months ended June 30, 2023 and 2022, respectively: Six Months Ended June 30, (in millions) 2023 2022 Net cash used in operating activities $ (2.5) $ (41.9) Net cash provided by (used in) investing activities 2.6 (36.9) Net cash used in financing activities (22.0) (3.7) Effect of exchange rates on cash 0.4 (1.3) Decrease in cash, cash equivalents and restricted cash (21.5) (83.8) Cash, cash equivalents and restricted cash, end of period $ 44.5 $ 50.6 Net cash used in operating activities Net cash used in operating activities decreased by $39.4 million during the six months ended June 30, 2023 as compared to the six months ended June 30, 2022 primarily due to higher net income of $25.1 million and reduced net cash usages for our operating assets and liabilities of $13.6 million. The net cash usages for our operating assets and liabilities were mainly driven by decreased inventory purchases in 2023 of $34.3 million and timing of collections and payments on trade accounts receivables and trade accounts payables of $9.8 million, partially offset by decreased customer deposits of $25.6 million associated with lower backlog. Net cash provided by (used in) investing activities Our investing activities provided net cash of $2.6 million during the six months ended June 30, 2023 as opposed to a net cash use of $36.9 million during the six months ended June 30, 2022, primarily due to the cash inflows from the sale of the Tacoma facility's land, building and certain equipment assets for $19.9 million in the first quarter of 2023 and the net cash used to acquire MINDS in the second quarter of 2022 for $17.8 million. Net cash used in financing activities Net cash used in financing activities increased by $18.3 million during the six months ended June 30, 2023 as compared to the six months ended June 30, 2022, primarily due to increased repayments net of borrowings of $17.7 million. Dividends We paid quarterly dividends of $0.13 and $0.12 per common share to shareholders in the second quarter of 2023 and 2022, respectively. Share Repurchases As announced in a Form 8-K filing on July 30, 2018, we approved a share repurchase program, which authorizes us to repurchase up to $150.0 million of our common stock. As of June 30, 2023, $115.7 million remains available for repurchase under the approved share repurchase program. No shares were repurchased under the plan during the three months ended June 30, 2023; however, we may conduct opportunistic share repurchases under this authorization in future periods utilizing cash on hand or borrowings under our Credit Facilities. The timing, manner and number of shares repurchased will depend on a variety of factors, including, but not limited to, the level of cash balances, credit availability, financial performance, general business conditions, regulatory requirements, the market price of our stock and the availability of alternative investment opportunities. Financial Condition Our total current assets decreased to $675.9 million as of June 30, 2023 from $696.4 million as of December 31, 2022, a decrease of $20.5 million, or 2.9%, due primarily to a decrease in cash, cash equivalents and restricted cash of $21.5 million, the sale of our Tacoma site previously recorded as "Assets held for sale" for $15.4 million, a decrease in prepaid assets of $10.7 million and a decrease in trade receivables and contract assets, net of $9.5 million. These decreases were partially offset by an increase in inventory of $36.1 million. Our total current liabilities decreased to $264.1 million as of June 30, 2023 from $274.0 million as of December 31, 2022, a decrease of $9.9 million, or 3.6%, due primarily to an $11.8 million decrease in customer deposits and an $8.7 million decrease in other current liabilities, partially offset by increases of $4.6 million in accrued product warranty, $2.0 million in accounts payable, $2.2 million of short-term debt and $1.7 million in accrued employee related liabilities. 31 INDEX