What changed in this filing

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Item 1. Financial Statements

2023-11-01 compared with 2023-08-02 · 188 added, 150 removed, 614 unchanged (36% of the section changed)

2 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Three Months Ended Six Months Ended

June 30, June 30,

Three Months Ended Nine Months Ended

September 30, September 30,

(in millions, except per share data) 2023 2022 2023 2022

3 unchanged sentences

Selling, general and administrative 126.9 124.1 394.3 386.8

Operating profit 63.1 43.7 140.6 106.5

Other (expense) income:

Loss on divestiture of asbestos-related assets and liabilities — 162.4 — 162.4

Operating profit (loss) 76.3 ( 117.2 ) 216.9 ( 10.7 )

Other income (expense):

Interest income 1.5 1.4 3.2 2.3

1 unchanged sentence

Gain on sale of business — 3.8 — 232.5

Miscellaneous (expense) income, net ( 1.3 ) 13.0 ( 1.9 ) 16.1

Miscellaneous income (expense), net 1.3 4.5 ( 0.5 ) 20.6

Total other (expense) income, net ( 2.0 ) 6.7 ( 14.0 ) 251.0

Income from continuing operations before income taxes 57.3 285.2 128.6 350.8

Income (loss) from continuing operations before income taxes 74.3 ( 110.5 ) 202.9 240.3

Provision for income taxes 19.1 10.4 48.5 108.5

Net income from continuing operations attributable to common shareholders 43.3 206.6 99.2 252.7

Net income (loss) from continuing operations attributable to common shareholders 55.2 ( 120.9 ) 154.4 131.8

Income from discontinued operations, net of tax (Note 2) — 61.6 52.1 172.1

Net income attributable to common shareholders $ 45.6 $ 258.2 $ 151.3 $ 363.2

Earnings per basic share:

Earnings per basic share from continuing operations $ 0.76 $ 3.68 $ 1.75 $ 4.46

Net income (loss) attributable to common shareholders $ 55.2 $ ( 59.3 ) $ 206.5 $ 303.9

Earnings (loss) per basic share:

Earnings (loss) per basic share from continuing operations $ 0.97 $ ( 2.16 ) $ 2.72 $ 2.33

Earnings per basic share from discontinued operations — 1.10 0.92 3.05

Earnings per basic share $ 0.80 $ 4.60 $ 2.67 $ 6.41

Earnings per diluted share:

Earnings per diluted share from continuing operations $ 0.75 $ 3.63 $ 1.73 $ 4.40

Earnings (loss) per basic share $ 0.97 $ ( 1.06 ) $ 3.64 $ 5.38

Earnings (loss) per diluted share:

Earnings (loss) per diluted share from continuing operations $ 0.96 $ ( 2.16 ) $ 2.69 $ 2.30

Earnings per diluted share from discontinued operations — 1.10 0.91 3.00

Earnings per diluted share $ 0.79 $ 4.54 $ 2.64 $ 6.32

Earnings (loss) per diluted share $ 0.96 $ ( 1.06 ) $ 3.60 $ 5.30

Average shares outstanding:

5 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Three Months Ended Six Months Ended

June 30, June 30,

Three Months Ended Nine Months Ended

September 30, September 30,

(in millions) 2023 2022 2023 2022

Net income before allocation to noncontrolling interests $ 45.6 $ 258.2 $ 151.3 $ 363.2

Net income (loss) before allocation to noncontrolling interests $ 55.2 $ ( 59.3 ) $ 206.5 $ 303.9

Components of other comprehensive income (loss), net of tax

1 unchanged sentence

Changes in pension and postretirement plan assets and benefit obligation, net of tax 3.6 2.3 8.9 9.1

Other comprehensive income (loss), net of tax 3.3 ( 72.4 ) 18.7 ( 90.7 )

Comprehensive income before allocation to noncontrolling interests 48.9 185.8 170.0 272.5

Noncontrolling interests in comprehensive income ( 0.1 ) ( 0.1 ) ( 0.2 ) —

Comprehensive income attributable to common shareholders $ 49.0 $ 185.9 $ 170.2 $ 272.5

Other comprehensive (loss) income, net of tax ( 12.1 ) ( 75.4 ) 6.6 ( 166.1 )

Comprehensive income (loss) before allocation to noncontrolling interests 43.1 ( 134.7 ) 213.1 137.8

Noncontrolling interests in comprehensive income (loss) — ( 0.3 ) ( 0.2 ) ( 0.3 )

Comprehensive income (loss) attributable to common shareholders $ 43.1 $ ( 134.4 ) $ 213.3 $ 138.1

See Notes to Condensed Consolidated Financial Statements.

1 unchanged sentence

CONDENSED CONSOLIDATED BALANCE SHEETS

(in millions) June 30,

(in millions) September 30,

2023 December 31,

1 unchanged sentence

Cash and cash equivalents $ 273.8 $ 427.0

Accounts receivable, net of allowance for doubtful accounts of $ 8.1 as of June 30, 2023 and $ 8.0 as of December 31, 2022

Accounts receivable, net of allowance for doubtful accounts of $ 10.0 as of September 30, 2023 and $ 8.0 as of December 31, 2022

Inventories, net:

20 unchanged sentences

CONDENSED CONSOLIDATED BALANCE SHEETS

(in millions, except per share and share data) June 30,

(in millions, except per share and share data) September 30,

2023 December 31,

7 unchanged sentences

Total current liabilities 415.6 1,488.2

Long-term debt 262.3 —

Long-term debt, net 250.3 —

Accrued pension and postretirement benefits 112.0 132.0

6 unchanged sentences

66,475,672 and 200,000,000 shares authorized, respectively

56,754,781 and 72,426,389 shares issued, respectively;

56,754,781 and 56,325,382 outstanding, respectively

Capital surplus 387.7 373.8

12 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Six Months Ended

Nine Months Ended

September 30,

(in millions) 2023 2022

1 unchanged sentence

Net income from continuing operations attributable to common shareholders $ 154.4 $ 131.8

Non-cash loss on divestiture of asbestos-related assets and liabilities — 148.9

Gain on sale of business — ( 232.5 )

Depreciation and amortization 19.6 20.9

Depreciation and amortization, including deferred financing costs 29.0 30.2

Stock-based compensation expense 21.9 15.6

Defined benefit plans and postretirement credit (expense) 4.8 ( 5.5 )

Defined benefit plans and postretirement cost (credit) 7.0 ( 8.8 )

Deferred income taxes 2.5 1.5

3 unchanged sentences

Asbestos related payments, net of insurance recoveries — ( 29.3 )

Divestiture of asbestos-related assets and liabilities — ( 550.0 )

Other 3.6 20.0

Total used for operating activities from continuing operations ( 53.0 ) ( 30.7 )

Total provided by (used for) operating activities from continuing operations 33.9 ( 608.5 )

Investing activities:

Capital expenditures, net ( 20.8 ) ( 17.5 )

Capital expenditures ( 29.7 ) ( 24.5 )

Proceeds from sale of business — 318.1

Other investing activities 0.6 —

Total (used for) provided by investing activities from continuing operations ( 29.1 ) 293.6

4 unchanged sentences

Debt issuance costs ( 7.5 ) —

Net borrowings from issuance of commercial paper with maturities of 90 days or less — 119.4

Proceeds from term facility 300.0 —

2 unchanged sentences

Distribution of Crane NXT, Co.

Total used for financing activities from continuing and discontinued operations ( 395.6 ) ( 135.6 )

Total (used for) provided by financing activities from continuing and discontinued operations ( 415.7 ) 119.3

Discontinued Operations:

3 unchanged sentences

Effect of exchange rates on cash and cash equivalents ( 3.4 ) ( 62.7 )

(Decrease) increase in cash and cash equivalents ( 438.7 ) 172.0

Decrease in cash and cash equivalents ( 383.8 ) ( 40.0 )

Cash and cash equivalents at beginning of period including discontinued operations (Note 2) 657.6 478.6

5 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Six Months Ended

Nine Months Ended

September 30,

(in millions) 2023 2022

44 unchanged sentences

BALANCE JUNE 30, 2023 56.7 $ 380.3 $ 868.1 $ ( 69.9 ) $ — $ 1,235.2 $ 2.4 $ 1,237.6

Net income — — 55.2 — — 55.2 — 55.2

Cash dividends ($ 0.18 per share)

— — ( 10.2 ) — — ( 10.2 ) — ( 10.2 )

Exercise of stock options 0.1 1.8 — — — 1.9 — 1.9

Impact from settlement of share-based awards — ( 0.1 ) — — — ( 0.1 ) — ( 0.1 )

Stock-based compensation expense — 5.7 — — — 5.7 — 5.7

Changes in pension and postretirement plan assets and benefit obligation, net of tax — — — 3.6 — 3.6 — 3.6

Currency translation adjustment — — — ( 15.7 ) — ( 15.7 ) — ( 15.7 )

Distribution of Crane NXT, Co.

(Note 1) — — 8.5 — — 8.5 — 8.5

BALANCE SEPTEMBER 30, 2023 56.8 $ 387.7 $ 921.6 $ ( 82.0 ) $ — $ 1,284.1 $ 2.4 $ 1,286.5

(in millions, except share data) Common

32 unchanged sentences

BALANCE JUNE 30, 2022 72.4 $ 369.3 $ 2,837.7 $ ( 530.9 ) $ ( 886.7 ) $ 1,861.8 $ 2.8 $ 1,864.6

Net loss — — ( 59.3 ) — — ( 59.3 ) — ( 59.3 )

Cash dividends ($ 0.47 per share)

— — ( 26.4 ) — — ( 26.4 ) — ( 26.4 )

Exercise of stock options, net of shares reacquired of 81,642 shares

— — — — 1.5 1.5 — 1.5

Impact from settlement of share-based awards, net of shares acquired — ( 7.0 ) — — 6.9 ( 0.1 ) — ( 0.1 )

Stock-based compensation expense — 5.9 — — — 5.9 — 5.9

Changes in pension and postretirement plan assets and benefit obligation, net of tax — — — 2.3 — 2.3 — 2.3

Currency translation adjustment — — — ( 77.4 ) — ( 77.4 ) ( 0.3 ) ( 77.7 )

BALANCE SEPTEMBER 30, 2022 72.4 $ 368.2 $ 2,752.0 $ ( 606.0 ) $ ( 878.3 ) $ 1,708.3 $ 2.5 $ 1,710.8

See Notes to Condensed Consolidated Financial Statements.

6 unchanged sentences

Certain amounts in the prior periods’ condensed consolidated financial statements have been reclassified to conform to the current period presentation.

On March 30, 2022, Crane announced that its Board of Directors approved a plan to pursue a separation into two independent, publicly-traded companies in a transaction in which Crane NXT would retain its Payment & Merchandising Technologies segment and spin-off its Aerospace & Electronics, Process Flow Technologies and Engineered Materials segments to Crane NXT’s stockholders (the “Separation”).

On April 3, 2023, Crane Holdings, Co., completed the Separation into two independent, publicly-traded companies, Crane NXT, Co.

On March 30, 2022, Crane Holdings, Co.

announced that its Board of Directors approved a plan to pursue a separation into two independent, publicly-traded companies in a transaction in which Crane Holdings, Co.

would retain its Payment & Merchandising Technologies segment and spin-off its Aerospace & Electronics, Process Flow Technologies and Engineered Materials segments to its stockholders (the “Separation”).

On April 3, 2023, Crane Holdings, Co.

completed the Separation into two independent, publicly-traded companies, Crane NXT, Co.

and Crane Company, through a pro-rata distribution (the "Distribution") of all of the outstanding common stock of Crane Company to the stockholders of Crane Holdings, Co., which on April 3, 2023 was renamed “Crane NXT, Co.” The Distribution was effective at 5:00 p.m., Eastern Time, on April 3, 2023.

As a result of the Distribution, Crane Company became an independent public company and our common stock is listed under the symbol "CR" on the New York Stock Exchange.

As a result of the Distribution, Crane Company became an independent public company.

Our common stock is listed under the symbol "CR" on the New York Stock Exchange.

Due to Crane Company’s larger operations, greater tangible assets, greater fair value and greater net sales, in each case, relative to Crane NXT, Co., among other factors, Crane Company was treated as the “accounting spinnor” and therefore was the “accounting successor” to Crane Holdings, Co.

7 unchanged sentences

Transactions under the transition services agreement with Crane NXT, Co.

did not have a material impact to the condensed consolidated balance sheets as of June 30, 2023, or the condensed consolidated statements of operations and comprehensive income for the three and six months ended June 30, 2023.

On April 3, 2023, prior to the consummation of the Separation, the Board of Directors of Crane Company declared and paid a one-time cash dividend in the amount of $ 275 million to Crane Holdings, Co., its sole stockholder at that time, as part of establishing the capital structure at Crane NXT.

As a result of the Separation, the Payment & Merchandising segment qualified as a discontinued operation and accordingly, the assets, liabilities and result of operations of this segment are reported as discontinued operations.

did not have a material impact to the condensed consolidated balance sheets as of September 30, 2023, or the condensed consolidated statements of operations and comprehensive income for the three and nine months ended September 30, 2023.

In connection with the Separation, we distributed net assets of $ 813.8 million through equity, including the cash dividend of $ 275 million and $ 303 million in cash balances.

The net assets distributed includes an adjustment of $ 8.5 million recorded in the three months ended September 30, 2023, to correct the amount previously recognized at the time of the Distribution.

As a result of the Separation, the Payment & Merchandising segment qualified as a discontinued operation and accordingly, the assets, liabilities and results of operations of this segment are reported as discontinued operations.

See Note 2 for additional information.

3 unchanged sentences

Note 2 - Discontinued Operations

As discussed above, on April 3, 2023, Crane Holdings, Co., completed the previously announced Separation into two independent, publicly-traded companies, Crane NXT, Co.

and Crane Company.

Due to Crane Company’s larger operations, greater tangible assets, greater fair value and greater net sales, in each case, relative to Crane NXT, Co., among other factors, Crane Company is treated as the “accounting spinnor” and therefore is the “accounting successor” to Crane Holdings, Co.

for accounting purposes, notwithstanding the legal form of the Separation.

Therefore, Crane Company has reflected the historical consolidated financial statements of Crane Holdings, Co.

As discussed in Note 1, Crane Company has reflected the historical consolidated financial statements of Crane Holdings, Co.

with the Payment & Merchandising Technologies segment and other distributed assets and liabilities classified as discontinued operations.

Financial results from discontinued operations:

Three Months Ended Six Months Ended

June 30, June 30,

Three Months Ended Nine Months Ended

September 30, September 30,

(in millions) 2023 2022 2023 2022

3 unchanged sentences

Operating profit — 86.0 74.7 250.9

Other income (expense) 1.0 ( 8.7 ) ( 11.2 ) ( 18.8 )

Other expense, net — ( 10.5 ) ( 11.2 ) ( 29.4 )

Net income from discontinued operations before income taxes — 75.5 63.5 221.5

(Benefit from) provision for income taxes ( 1.3 ) 20.4 11.4 35.6

Provision for income taxes — 13.9 11.4 49.4

Income from discontinued operations, net of tax $ — $ 61.6 $ 52.1 $ 172.1

28 unchanged sentences

Our segments are reported on the same basis used internally for evaluating performance and for allocating resources.

As of June 30, 2023, we had three reportable segments:

As of September 30, 2023, we had three reportable segments:

Aerospace & Electronics, Process Flow Technologies, and Engineered Materials.

5 unchanged sentences

Its brands have decades of proven experience, and in many cases invented the critical technologies in their respective markets.

The business designs and delivers proven systems, reliable components, and flexible power solutions that excel in tough and mission-critical environments.

The business designs and delivers systems, reliable components, and flexible power solutions that excel in tough and mission-critical environments.

Products and services are organized into six integrated solutions:

1 unchanged sentence

Process Flow Technologies

The Process Flow Technologies segment is a provider of highly engineered fluid handling equipment for mission critical applications that require high reliability.

The Process Flow Technologies segment is a provider of highly engineered fluid handling equipment for critical applications that require high reliability.

The segment is comprised of Process Valves and Related Products, Commercial Valves, and Pumps and Systems.

6 unchanged sentences

Financial information by reportable segment is set forth below.

Three Months Ended Six Months Ended

June 30, June 30,

Three Months Ended Nine Months Ended

September 30, September 30,

(in millions) 2023 2022 2023 2022

12 unchanged sentences

Gain on sale of business — 3.8 — 232.5

Miscellaneous (expense) income, net ( 1.3 ) 13.0 ( 1.9 ) 16.1

Income from continuing operations before income taxes $ 57.3 $ 285.2 $ 128.6 $ 350.8

(in millions) June 30, 2023 December 31, 2022

Miscellaneous income (expense), net 1.3 4.5 ( 0.5 ) 20.6

Income (Loss) from continuing operations before income taxes $ 74.3 $ ( 110.5 ) $ 202.9 $ 240.3

(in millions) September 30, 2023 December 31, 2022

Aerospace & Electronics $ 747.2 $ 663.3

4 unchanged sentences

Total $ 2,191.9 $ 4,391.6

(in millions) June 30, 2023 December 31, 2022

(in millions) September 30, 2023 December 31, 2022

Aerospace & Electronics $ 202.3 $ 202.3

6 unchanged sentences

The following table presents net sales disaggregated by product line for each segment:

Three Months Ended Six Months Ended

June 30, June 30,

Three Months Ended Nine Months Ended

September 30, September 30,

(in millions) 2023 2022 2023 2022

18 unchanged sentences

The transaction price allocated to remaining performance obligations represents the transaction price of firm orders which have not yet been fulfilled, which we also refer to as total backlog.

As of June 30, 2023, total backlog was $ 1,042.5 million.

As of September 30, 2023, total backlog was $ 1,045.4 million.

We expect to recognize approximately 39 % of our remaining performance obligations as revenue in 2023, an additional 52 % in 2024 and the balance thereafter.

8 unchanged sentences

Net contract assets and contract liabilities consisted of the following:

(in millions) June 30, 2023 December 31, 2022

(in millions) September 30, 2023 December 31, 2022

Contract assets $ 73.6 $ 56.8

Contract liabilities $ 51.8 $ 49.4

We recognized revenue of $ 8.2 million and $ 19.0 million during the three and six-month periods ended June 30, 2023, respectively, related to contract liabilities as of December 31, 2022.

We recognized revenue of $ 7.6 million and $ 26.6 million during the three and nine-months ended September 30, 2023, respectively, related to contract liabilities as of December 31, 2022.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

4 unchanged sentences

Diluted earnings per share gives effect to all potentially dilutive common shares outstanding during the period.

Three Months Ended Six Months Ended

June 30, June 30,

Potentially dilutive common shares are excluded from the computations of diluted earnings per share if their effect would be anti-dilutive.

For the three months ended September 30, 2022, the Company had a net loss attributable to common shareholders which causes all potentially dilutive securities to be anti-dilutive and are therefore not included in the calculation of earnings (loss) per share.

Three Months Ended Nine Months Ended

September 30, September 30,

(in millions, except per share data) 2023 2022 2023 2022

Net income from continuing operations attributable to common shareholders $ 43.3 $ 206.6 $ 99.2 $ 252.7

Net income (loss) from continuing operations attributable to common shareholders $ 55.2 $ ( 120.9 ) $ 154.4 $ 131.8

Income from discontinued operations, net of tax (Note 2) — 61.6 52.1 172.1

Net income attributable to common shareholders $ 45.6 $ 258.2 $ 151.3 $ 363.2

Net income (loss) attributable to common shareholders $ 55.2 $ ( 59.3 ) $ 206.5 $ 303.9

Average basic shares outstanding 56.8 56.1 56.7 56.5

1 unchanged sentence

Average diluted shares outstanding 57.5 56.1 57.4 57.3

Earnings per basic share:

Earnings per basic share from continuing operations $ 0.76 $ 3.68 $ 1.75 $ 4.46

Earnings (loss) per basic share:

Earnings (loss) per basic share from continuing operations $ 0.97 $ ( 2.16 ) $ 2.72 $ 2.33

Earnings per basic share from discontinued operations — 1.10 0.92 3.05

Earnings per basic share $ 0.80 $ 4.60 $ 2.67 $ 6.41

Earnings per diluted share:

Earnings per diluted share from continuing operations $ 0.75 $ 3.63 $ 1.73 $ 4.40

Earnings (loss) per basic share $ 0.97 $ ( 1.06 ) $ 3.64 $ 5.38

Earnings (loss) per diluted share:

Earnings (loss) per diluted share from continuing operations $ 0.96 $ ( 2.16 ) $ 2.69 $ 2.30

Earnings per diluted share from discontinued operations — 1.10 0.91 3.00

Earnings per diluted share $ 0.79 $ 4.54 $ 2.64 $ 6.32

Stock options, restricted share units, deferred stock units and performance-based restricted share units that were excluded from the calculation of diluted earnings per share because their effect is anti‑dilutive was 0.4 million for both the three months ended June 30, 2023, and 2022 and 0.4 million and 0.3 million for the six months ended June 30, 2023, and 2022, respectively.

Earnings (loss) per diluted share $ 0.96 $ ( 1.06 ) $ 3.60 $ 5.30

Stock options, restricted share units, deferred stock units and performance-based restricted share units that were excluded from the calculation of diluted earnings per share because their effect is anti‑dilutive was 0.5 million and 1.2 million for the three months ended September 30, 2023, and 2022, respectively, and 0.4 million for the nine months ended September 30, 2023, and 2022, respectively.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

8 unchanged sentences

( 8.9 ) 423.4 414.5

Balance as of June 30, 2023 $ ( 275.5 ) $ 205.6 $ ( 69.9 )

Net of tax benefit of $ 108.1 million and $ 106.6 million as of June 30, 2023 and December 31, 2022, respectively.

The table below illustrates the amounts reclassified out of each component of accumulated other comprehensive loss for the three and six month ended June 30, 2023 and 2022.

Amortization of pension and postretirement components has been recorded within “Miscellaneous (expense) income, net” on our Condensed Consolidated Statements of Operations.

Three Months Ended June 30, Six Months Ended June 30,

Balance as of September 30, 2023 $ ( 271.9 ) $ 189.9 $ ( 82.0 )

Net of tax benefit of $ 109.3 million and $ 106.6 million as of September 30, 2023 and December 31, 2022, respectively.

The table below illustrates the amounts reclassified out of each component of accumulated other comprehensive income (loss) for the three and nine months ended September 30, 2023 and 2022.

Amortization of pension and postretirement components has been recorded within “Miscellaneous income (expense), net” on our Condensed Consolidated Statements of Operations.

Three Months Ended September 30, Nine Months Ended September 30,

(in millions) 2023 2022 2023 2022

Amortization of pension items:

Prior service costs (benefit) $ 0.5 $ — $ 0.5 $ ( 0.1 )

Net loss $ 3.9 $ 3.3 $ 11.5 $ 12.9

Amortization of postretirement items:

Prior service costs ( 0.2 ) ( 0.3 ) ( 0.5 ) ( 0.5 )

Net loss ( 0.2 ) — ( 0.3 ) —

Prior service costs (benefit) 0.2 ( 0.3 ) ( 0.3 ) ( 0.8 )

Net loss (benefit) 0.2 — ( 0.2 ) —

Total before tax $ 4.8 $ 3.0 $ 11.5 $ 12.0

3 unchanged sentences

Note 7 - Defined Benefit and Postretirement Benefits

For all plans, the components of net periodic benefit for the three months ended June 30, 2023, and 2022 are as follows:

For all plans, the components of net periodic benefit for the three months ended September 30, 2023, and 2022 are as follows:

Pension Postretirement

3 unchanged sentences

Expected return on plan assets ( 9.8 ) ( 15.7 ) — —

Amortization of prior service cost — — ( 0.2 ) ( 0.3 )

Amortization of net loss (benefit) 3.8 4.8 ( 0.2 ) —

Settlement loss from discontinued operations ( 0.4 ) — — —

Curtailment loss from discontinued operations ( 0.6 ) — — —

Amortization of prior service cost (benefit) 0.5 — 0.2 ( 0.3 )

Amortization of net loss 3.9 3.3 0.2 —

Net periodic loss (benefit) $ 2.2 $ ( 3.8 ) $ 0.2 $ ( 0.1 )

For all plans, the components of net periodic benefit for the six months ended June 30, 2023, and 2022 are as follows:

For all plans, the components of net periodic benefit for the nine months ended September 30, 2023, and 2022 are as follows:

Pension Postretirement

3 unchanged sentences

Expected return on plan assets ( 34.2 ) ( 43.6 ) — —

Amortization of prior service cost — — ( 0.5 ) ( 0.5 )

Amortization of prior service cost (benefit) 0.5 ( 0.1 ) ( 0.3 ) ( 0.8 )

Amortization of net loss (benefit) 11.5 12.9 ( 0.2 ) —

Settlement loss from discontinued operations 1.4 — — —

Curtailment loss from discontinued operations 0.5 — — —

Curtailment and Settlement loss from discontinued operations 1.9 — — —

Net periodic loss (benefit) $ 8.8 $ ( 9.1 ) $ ( 0.2 ) $ ( 0.2 )

Includes $ 1.9 million of pension net periodic loss related to discontinued operations for six months ended June 30, 2023.

Includes $ 0.4 million of net periodic benefit related to discontinued operations for six months ended June 30, 2023.

The components of net periodic benefit, other than the service cost component, are included in “Miscellaneous (expense) income, net” in our Condensed Consolidated Statements of Operations.

Includes $ 1.9 million of pension net periodic loss related to discontinued operations for nine months ended September 30, 2023.

Includes $ 0.2 million of net periodic benefit related to discontinued operations for the nine months ended September 30, 2023.

The components of net periodic benefit, other than the service cost component, are included in “Miscellaneous income (expense), net” in our Condensed Consolidated Statements of Operations.

Service cost is recorded within “Cost of sales” and “Selling, general and administrative” in our Condensed Consolidated Statements of Operations.

2 unchanged sentences

Expected contributions in 2023 $ 18.1 $ 0.5

Amounts contributed during the six months ended June 30, 2023

Amounts contributed during the nine months ended September 30, 2023

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

3 unchanged sentences

Our effective tax rates are as follows:

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2023 2022 2023 2022

Effective Tax Rate 25.7 % ( 9.4 )% 23.9 % 45.2 %

Our effective tax rate attributable to continuing operations for the three months ended June 30, 2023 is lower than the prior year’s comparable periods primarily due to the prior year effect of a reversal of a deferred tax asset established that related to the sale of a subsidiary in a prior period, partially offset by earnings in jurisdictions with statutory tax rates higher than the United States in current period.

Our effective tax rate attributable to continuing operations for the six months ended June 30, 2023 is lower than the prior year’s comparable periods primarily due to prior year effect of a reversal of a deferred tax asset established that related to the sale of a subsidiary in a prior period and a greater benefit related to share-based compensation in current period.

For the three months ended September 30, 2023, our effective tax rate is impacted by earnings in jurisdictions with statutory rates higher than the U.S.

and expenses statutorily non-deductible for income tax purposes in the current period, this is partially offset by the statutory U.S.

deduction related to our non-U.S.

subsidiaries’ income.

In the prior year’s three month period ended September 30, 2022, the Company reported a loss on the asbestos related transaction with no correlative income tax benefit, which resulted in the prior year’s negative effective tax rate.

Our effective tax rate attributable to continuing operations for the nine months ended September 30, 2023, is lower than the prior year’s comparable period primarily due to the prior year effect of a reversal of a deferred tax asset established that related to the planned sale of a subsidiary in a prior period and a prior year loss on the asbestos-related transaction and the lack of a related tax benefit.

This is partially offset by earnings in jurisdictions with statutory tax rates higher than the United States and expenses statutorily non-deductible for income tax purposes in current period.

Our effective tax rate attributable to continuing operations for the three and six months ended June 30, 2023 is higher than the statutory U.S.

Our effective tax rate attributable to continuing operations for the three and nine months ended September 30, 2023 is higher than the statutory U.S.

federal tax rate of 21% primarily due to earnings in jurisdictions with statutory tax rates higher than the United States, expenses that are statutorily non-deductible for income tax purposes and U.S.

3 unchanged sentences

Unrecognized Tax Benefits

During both the three months and six months ended June 30, 2023, our gross unrecognized tax benefits, excluding interest and penalties, increased by $ 0.4 million, primarily due to increases in tax positions taken in the current and prior periods, partially offset by reductions from expiration of statutes of limitations.

During the three and six months ended June 30, 2023, the total amount of unrecognized tax benefits that, if recognized, would cause our effective tax rate to increase by $ 0.3 million and $ 0.4 million, respectively.

During the three months and nine months ended September 30, 2023, our gross unrecognized tax benefits, excluding interest and penalties, increased by $ 0.7 million and $ 1.1 million, respectively, primarily due to increases in tax positions taken in the current and prior periods, and in the nine months ended September 30, 2023 these items were partially offset by reductions from expiration of statutes of limitations.

During the three and nine months ended September 30, 2023, the total amount of unrecognized tax benefits that, if recognized, would cause our effective tax rate to increase by $ 0.8 million and $ 1.2 million, respectively.

The difference between these amounts relates to (1) offsetting tax effects from other tax jurisdictions, and (2) interest expense, net of deferred taxes.

During the three and six months ended June 30, 2023, we recognized $( 0.1 ) million and $ 0.0 million , respectively, of interest expense related to unrecognized tax benefits in our Condensed Consolidated Statement of Operations.

As of both June 30, 2023 and December 31, 2022, the total amount of accrued interest and penalty expense related to unrecognized tax benefits recorded in our Condensed Consolidated Balance Sheets was $ 2.0 million.

During the three and nine months ended September 30, 2023, we recognized $ 0.1 million and $ 0.2 million, respectively, of interest expense related to unrecognized tax benefits in our Condensed Consolidated Statement of Operations.

As of September 30, 2023 and December 31, 2022, the total amount of accrued interest and penalty expense related to unrecognized tax benefits recorded in our Condensed Consolidated Balance Sheets was $ 2.0 million and $ 2.0 million, respectively.

During the next twelve months, it is reasonably possible that our unrecognized tax benefits may decrease by $ 0.5 million due to expiration of statutes of limitations and settlements with tax authorities.

However, if the ultimate resolution of income tax examinations results in amounts that differ from this estimate, we will record additional income tax expense or benefit in the period in which such matters are effectively settled.

As part of the Separation, to a limited extent, the Company has agreed to indemnify Crane NXT, for uncertain tax benefits, which are attributable to the Company’s business.

As part of the Separation, to a limited extent, the Company has agreed to indemnify Crane NXT, Co.

for uncertain tax benefits, which are attributable to the Company’s business.

As of September 30, 2023, the total liability was $ 8.5 million and was included in other liabilities on our condensed consolidated balance sheets.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

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A reporting unit is an operating segment unless discrete financial information is prepared and reviewed by segment management for businesses one level below that operating segment (a “component”), in which case the component would be the reporting unit.

As of June 30, 2023, we had four reporting units.

As of September 30, 2023, we had four reporting units.

Intangibles with indefinite useful lives, consisting of trade names, are tested annually for impairment, or when events or changes in circumstances indicate the potential for impairment.

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Currency translation — ( 1.5 ) — ( 1.5 )

Balance as of June 30, 2023 $ 202.3 $ 320.7 $ 171.3 $ 694.3

As of June 30, 2023, we had $ 69.3 million of net intangible assets, of which $ 22.0 million were intangibles with indefinite useful lives.

Balance as of September 30, 2023 $ 202.3 $ 315.8 $ 171.3 $ 689.4

As of September 30, 2023, we had $ 67.4 million of net intangible assets, of which $ 21.6 million were intangibles with indefinite useful lives.

As of December 31, 2022, we had $ 71.7 million of net intangible assets, of which $ 21.8 million were intangibles with indefinite useful lives.

Changes to intangible assets are as follows:

(in millions) Six Months Ended

June 30, 2023 Year Ended December 31, 2022

(in millions) Nine Months Ended

September 30, 2023 Year Ended December 31, 2022

Balance at beginning of period, net of accumulated amortization $ 71.7 $ 78.5

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A summary of intangible assets are as follows:

June 30, 2023 December 31, 2022

September 30, 2023 December 31, 2022

(in millions) Weighted Average

Amortization Period of Finite Lived Assets (in years) Gross

Amortization Period of Definite Lived Assets (in years) Gross

Asset Accumulated

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Accrued liabilities consist of:

(in millions) June 30,

(in millions) September 30,

2023 December 31,

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Generally, third party specialists assist in the estimation of remediation costs.

The environmental remediation liability as of June 30, 2023 is substantially related to the former manufacturing site in Goodyear, Arizona (the “Goodyear Site”) discussed below.

The environmental remediation liability as of September 30, 2023 is substantially related to the former manufacturing site in Goodyear, Arizona (the “Goodyear Site”) discussed below.

On June 21, 2021, we completed the sale of substantially all of the property associated with what we have historically called the Goodyear Site for $ 8.7 million, retaining only a small parcel on which our remediation and treatment systems are located.

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completed the Separation, pursuant to which, among other things, all outstanding shares of Crane Company were distributed to Crane Holdings, Co.’s stockholders.

Upon completion of the Separation, pursuant to the terms of the Redco Purchase Agreement, Crane Holdings, Co was released from its guarantee of Crane Company’s indemnification obligations under the Redco Purchase Agreement.

Upon completion of the Separation, pursuant to the terms of the Redco Purchase Agreement, Crane Holdings, Co.

was released from its guarantee of Crane Company’s indemnification obligations under the Redco Purchase Agreement.

Prior to the effective date of the Redco Sale, the U.S.

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Accordingly, in 2019, we recorded a pre-tax charge of $ 18.9 million, net of reimbursements, to extend our forecast period through 2027 and reflect our revised workplan.

The total estimated gross liability was $ 22.9 million and $ 24.8 million as of June 30, 2023 and December 31, 2022, respectively and as described below, a portion is reimbursable by the U.S.

The current portion of the total estimated liability was $ 7.8 million and $ 7.7 million as of June 30, 2023 and December 31, 2022, respectively, and represents our best estimate, in consultation with our technical advisors, of total remediation costs expected to be paid during the next twelve-month period.

The total estimated gross liability was $ 21.7 million and $ 24.8 million as of September 30, 2023 and December 31, 2022, respectively, and as described below, a portion is reimbursable by the U.S.

The current portion of the total estimated liability was $ 7.8 million and $ 7.7 million as of September 30, 2023 and December 31, 2022, respectively, and represents our best estimate, in consultation with our technical advisors, of total remediation costs expected to be paid during the next twelve-month period.

It is not possible at this point to reasonably estimate the amount of any obligation in excess of our current accruals through the 2027 forecast period because of the aforementioned uncertainties, in particular, the continued significant changes in the Goodyear Site conditions and additional expectations of remediation activities experienced in recent years.

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Government reimburses us for 21 % of qualifying costs of investigation and remediation activities at the Goodyear Site.

As of June 30, 2023 and December 31, 2022, we recorded a receivable of $ 4.3 million and $ 4.8 million, respectively, for the expected reimbursements from the U.S.

As of September 30, 2023 and December 31, 2022, we recorded a receivable of $ 3.8 million and $ 4.8 million, respectively, for the expected reimbursements from the U.S.

Government in respect of the aggregate liability as at that date.

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(n/k/a Redco), the U.S.

Government, and other PRPs entered into a non-binding mediation agreement in 2015.

We have stepped into Redco’s position as a participant in the mediation.

Government, and other PRPs entered into a non-binding mediation agreement in 2015 (we have since stepped into Redco’s position as a participant in the mediation).

The first phase of the mediation, involving certain former munitions or ordnance storage areas, began in November 2017, but did not result in a multi-party settlement agreement.

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The participants have reached agreement in principle on a framework for resolving the U.S.

Government’s share of RI/FS costs, subject to consummation of a mutually-agreeable consent decree, but we at present cannot predict whether or when these negotiations will result in a definitive agreement.

Further, negotiations are ongoing between us and GD-OTS regarding a potential resolution of GD-OTS’ claim for costs that it has incurred in performing its obligations under the AOC.

We at present cannot predict when any determination of the ultimate allocable shares of GD-OTS and U.S.

Government response costs for which we may be liable is likely to be completed.

None of these discussions address responsibility for the

Government’s share of RI/FS costs, subject to consummation of a mutually-agreeable consent decree.

Further, we have reached a preliminary agreement in principle with GD-OTS on our contribution to the United States’ claimed past response costs, for an immaterial amount, also conditioned on consummation of the consent decree, and further conditioned on a separate agreement to memorialize the parties’ agreement with respect to the United States’ response costs.

At present, we cannot predict whether or when these negotiations will result in definitive agreements.

Negotiations remain ongoing between us and GD-OTS

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

performance of, or payment of costs incurred in connection with, any remedial design or remedial action that may be required pursuant to the ROD (when it is ultimately issued).

regarding a potential resolution of GD-OTS’ claim for costs that it has incurred in performing its obligations under the AOC.

We at present cannot predict when any determination of the ultimate allocable share of GD-OTS response costs for which we may be liable is likely to be completed.

None of these discussions address responsibility for the performance of, or payment of costs incurred in connection with, any remedial design or remedial action that may be required pursuant to the ROD (when it is ultimately issued).

It is not possible at this time to reasonably estimate the total amount of any obligation for remediation of the Crab Orchard Site as a whole because the allocation among PRPs, selection of remediation alternatives, and concurrence of regulatory authorities have not yet advanced to the stage where a reasonable estimate can be made.

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Asbestos Liability

As a result of the Redco Sale, all asbestos obligations and liabilities, related insurance assets and associated deferred tax assets of Redco were removed from the Company’s condensed consolidated balance sheets effective August 12, 2022 and the Company no longer has any obligation with respect to pending and future asbestos claims.

As a result of the Redco Sale, the Company contributed approximately $ 550 million in cash, and all asbestos obligations and liabilities, related insurance assets and associated deferred tax assets of Redco were removed from the Company’s condensed consolidated balance sheets effective August 12, 2022 and the Company no longer has any obligation with respect to pending and future asbestos claims.

The gross settlement and defense costs incurred for the periods presented was as follows:

Three Months Ended Six Months Ended

June 30, June 30,

Three Months Ended Nine Months Ended

September 30, September 30,

(in millions) 2022 2022

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The total pre-tax payments for settlement and defense costs, net of funds received from insurers, for the periods presented was as follows:

Three Months Ended Six Months Ended

June 30, June 30,

Three Months Ended Nine Months Ended

September 30, September 30,

(in millions) 2022 2022

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If there is a reasonable possibility that a loss or additional loss may have been incurred for such matters, we disclose the estimate of the amount of loss or range of loss, disclose that the amount is immaterial, or disclose that an estimate of loss cannot be made, as applicable.

We believe that as of June 30, 2023, there was no reasonable possibility that a material loss, or any additional material losses, may have been incurred for such matters, and that adequate provision has been made in our financial statements for the potential impact of all such matters.

We believe that as of September 30, 2023, there was no reasonable possibility that a material loss, or any additional material losses, may have been incurred for such matters, and that adequate provision has been made in our financial statements for the potential impact of all such matters.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1 unchanged sentence

Our debt consisted of the following:

(in millions) June 30,

(in millions) September 30,

2023 December 31,

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Total long-term debt $ 250.3 $ —

(a) Debt issuance costs totaled $ 0.9 million and $ 0.4 million as of June 30, 2023 and December 31, 2022, respectively, and have been netted against the aggregate principal amounts of the related debt in the components of the debt table above.

Credit Facilities – On March 17, 2023, Crane Company entered into a senior secured credit agreement (the “Credit Agreement”), which provides for (i) a $ 500 million, 5 -year revolving credit facility (the “Revolving Facility”) and (ii) a $ 300 million, 3 -year term loan facility (the “Term Facility”), funding under each of which became available in connection with the Separation.

(a) Debt issuance costs totaled $ 0.9 million and $ 0.4 million as of September 30, 2023 and December 31, 2022, respectively, and have been netted against the aggregate principal amounts of the related debt in the components of the debt table above.

Credit Facilities – On March 17, 2023, the Company entered into a senior secured credit agreement (the “Credit Agreement”), which provided for (i) a $ 500 million, 5 -year revolving credit facility (the “Revolving Facility”) and (ii) a $ 300 million, 3 -year term loan facility (the “Term Facility”), funding under each of which became available in connection with the Separation.

On April 3, 2023, the Company borrowed the full amount of the Term Facility.

The Company made principal prepayments of $ 36.9 million on the Term Facility during the second quarter of 2023.

The Company made principal prepayments of $ 48.8 million on the Term Facility during the nine months ended September 30, 2023.

As of September 30, 2023, there were no outstanding borrowings under the Revolving Facility.

On October 2, 2023, the Company borrowed $ 100 million under the revolving credit facility and on October 3, 2023, the Company exercised a portion of the accordion feature under its existing revolving credit facility to increase the available borrowing capacity from $ 500 million, to $ 800 million.

The corresponding amendment established incremental revolving commitments in an aggregate amount of $ 300 million and refreshed the incremental capacity under the Company’s existing credit agreement.

The Revolving Facility allows us to borrow, repay and re-borrow funds from time to time prior to the maturity of the Revolving Facility without any penalty or premium, subject to customary borrowing conditions for facilities of this type and the reimbursement of breakage costs.

5 unchanged sentences

The Credit Agreement also includes customary events of default, including failure to pay principal, interest or fees when due, failure to comply with covenants, any representation or warranty made by us or any of our material subsidiaries being false in any material respect, default under certain other material indebtedness, certain insolvency or receivership events affecting us and our material subsidiaries, certain ERISA events, material judgments and a change in control, in each case, subject to cure periods and thresholds where customary.

The company was in compliance with all such covenants as of June 30, 2023.

As of June 30, 2023, there were no outstanding borrowings under the Revolving Facility.

The Company was in compliance with all such covenants as of September 30, 2023.

364 -Day Credit Agreement - On August 11, 2022, the Company entered into a senior unsecured 364 -day credit facility (the “ 364 -Day Credit Agreement”) under which it borrowed term loans denominated in U.S.

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We do not hold or issue derivative financial instruments for trading or speculative purposes.

Foreign exchange contracts not designated as hedging instruments had a notional value of $ 4.8 million and $ 4.1 million as of June 30, 2023 and December 31, 2022, respectively.

Foreign exchange contracts not designated as hedging instruments had a notional value of $ 10.8 million and $ 4.1 million as of September 30, 2023 and December 31, 2022, respectively.

Our derivative assets and liabilities include foreign exchange contract derivatives that are measured at fair value using internal models based on observable market inputs such as forward rates and interest rates.

Based on these inputs, the derivatives are classified within Level 2 of the valuation hierarchy.

Such derivative receivable amounts are recorded within “Other current assets” on our Condensed Consolidated Balance Sheets and were $ 0.1 million and $ 0.1 million as of June 30, 2023 and December 31, 2022, respectively.

Such derivative liability amounts are recorded within “Accrued liabilities” on our Condensed Consolidated Balance Sheets and there were no derivative liabilities as of June 30, 2023 and December 31, 2022, respectively.

Such derivative receivable amounts are recorded within “Other current assets” on our Condensed Consolidated Balance Sheets and was $ 0.1 million as of December 31, 2022.

The Company had no such derivative receivable as of September 30, 2023.

Such derivative liability amounts are recorded within “Accrued liabilities” on our Condensed Consolidated Balance Sheets and was $ 0.2 million as of September 30, 2023.

The Company had no such derivative liability as of December 31, 2022.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

6 unchanged sentences

We expect to complete the program in the fourth quarter of 2023.

Restructuring gains, net

We recorded restructuring gains, net which are reflected in the Condensed Consolidated Statements of Operations, as follows:

Three Months Ended June 30, Six Months Ended June 30,

(in millions) 2023 2022 2023 2022

Engineered Materials $ ( 0.3 ) $ — $ ( 0.3 ) $ —

Total restructuring gains, net $ ( 0.3 ) $ — $ ( 0.3 ) $ —

The following table summarizes the cumulative restructuring costs, net incurred through June 30, 2023.

As of June 30, 2023, we do not expect to incur additional facility consolidation costs to complete these actions.

The Company recorded a restructuring gain of $ 0.3 million during the nine months ended September 30, 2023.

The following table summarizes the cumulative restructuring costs, net incurred through September 30, 2023.

As of September 30, 2023, we do not expect to incur additional facility consolidation costs to complete these actions.

Cumulative Restructuring Costs, Net

12 unchanged sentences

Utilization ( 3.4 ) ( 1.5 ) $ ( 4.9 )

Balance as of June 30, 2023 (a)

Balance as of September 30, 2023 (a)

$ 4.8 $ 0.9 $ 5.7

(a) Included within Accrued Liabilities in the Condensed Consolidated Balance Sheets.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 15- Subsequent Events

On October 2, 2023, the Company borrowed $ 100 million under its existing revolving credit facility to complete the $ 91 million, cash-free, and debt-free, acquisition of Baum lined piping GmbH (“BAUM”), which closed on October 4, 2023.

BAUM is German-based company that designs, manufactures, and distributes lined piping products primarily focused on chemical and industrial end markets.

BAUM will be included in our Process Flow Technologies segment.

On October 3, 2023, the Company exercised a portion of the accordion feature under its existing revolving credit facility to increase available borrowing capacity from $ 500 million to $ 800 million to support potential additional acquisitions.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements