What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2024-07-31 compared with 2024-05-01 · 191 added, 69 removed, 155 unchanged (63% of the section changed)

4 unchanged sentences

Reference herein to “Crane,” “the Company,” “we,” “us” and “our” refer to Crane Company and its subsidiaries unless the context specifically states or implies otherwise.

References to “core business” or “core sales” in this report include sales from acquired businesses starting from and after the first anniversary of the acquisition but exclude currency effects.

References to changes in “core sales” or “core growth” in this report include the change in sales excluding the impact of foreign currency translation and acquisitions and divestitures from closing up to the first anniversary, of such acquisitions or divestitures.

Amounts in the following discussion are presented in millions, except employee, share and per share data, or unless otherwise stated.

14 unchanged sentences

• The ability of the U.S.

government to terminate our government contracts;

government to terminate our government contracts, or otherwise significantly reduce planned spending;

• The impact of governmental regulations and failure to comply with those regulations;

2 unchanged sentences

• Adverse effects as a result of further increases in environmental remediation activities, costs and related claims;

• Investment performance of our pension plan assets and fluctuations in interest rates, which may affect the amount and timing of future pension plan contributions;

• Adverse effects of changes in tax, environmental and other laws and regulations in the United States and other countries in which we operate.

• Investment performance of our pension plan assets and fluctuations in interest rates, which may affect the amount and timing of future pension plan contributions.

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

Recent Transactions

CryoWorks Acquisition

Effective May 1, 2024, the Company completed the acquisition of CryoWorks, Inc.

1 unchanged sentence

On April 29, 2024, we borrowed approximately $50 million under the Company’s existing Revolving Facility to fund the Cryoworks acquisition.

CryoWorks is a leading supplier of vacuum insulated pipe systems for hydrogen and cryogenic applications.

CryoWorks will be included in the Process Flow Technologies segment.

CryoWorks, a leading supplier of vacuum insulated pipe systems for hydrogen and cryogenic applications, has been integrated into the Process Flow Technologies segment.

On January 2, 2024, the Company completed the acquisition of Vian Enterprises, Inc.

(“Vian”) for $102.5 million on a cash-free and debt-free basis, subject to a net working capital adjustment and potential additional payments of up to $7.5 million depending on the resolution of outstanding contingencies.

On January 2, 2024, we borrowed $100 million under the Company’s existing Revolving Facility to fund the Vian acquisition.

Vian, a global designer and manufacturer of multi-stage lubrication pumps and lubrication system components technology for critical aerospace and defense applications with sole-sourced and proprietary content on the highest volume commercial and military aircraft platforms, has been integrated into the Aerospace & Electronics segment.

Our sales depend heavily on industries that are cyclical in nature or are subject to market conditions, which may cause customer demand for our products to be volatile and unpredictable.

5 unchanged sentences

Aerospace & Electronics

In 2024, we expect Aerospace & Electronics sales to increase in the mid-teens range compared to 2023, driven by approximately 12% core sales and a 4% to 5% contribution from the Vian Enterprises, Inc.

In 2024, we expect Aerospace & Electronics sales to increase in the mid-teens range compared to 2023, driven by approximately 12% core sales growth and a 4% to 5% contribution from the Vian Enterprises, Inc.

We expect a substantial improvement in our commercial OEM business driven by higher aircraft build rates, and we expect an improvement in our commercial aftermarket business given continued recovery in airline flight hours.

3 unchanged sentences

In 2024, we expect Process Flow Technologies sales to increase approximately 10% driven by contribution from the Baum lined piping GmbH and CryoWorks, Inc.

acquisitions, with core sales increasing approximately 1%.

We expect Process Valves and Related Products sales to increase in the mid to high single digit range compared to 2023, driven by mid- to high-single digit contribution from acquisitions, with core sales approximately flat.

We expect Commercial Valves sales to increase in the low- to mid-single digit range, and we expect Pumps and Systems sales to increase in the mid- to high-single digit range compared to 2023, driven by strong demand across municipal and non-residential U.S.

We expect an improvement in segment operating profit and operating margin compared to 2023, driven primarily by productivity and higher pricing net of inflation, partially offset by lower volumes and unfavorable mix.

acquisitions, along with core sales increasing approximately 4%.

We expect Process Valves and Related Products sales to increase in the low double digit range compared to 2023, driven by mid- to high-single digit contribution from acquisitions, with mid-single digit cores sales growth driven primarily by sales to chemical and pharmaceutical end markets.

We expect Commercial Valves sales to increase in the low- to mid-single digit range as end markets in the U.K.

begin to improve from the depressed levels, and we expect Pumps and Systems sales to increase in the mid- to high-single digit range compared to 2023, driven by strong demand across municipal and non-residential U.S.

We expect an improvement in segment operating profit and operating margin compared to 2023, driven primarily by productivity, higher pricing net of inflation and higher volumes, partially offset by unfavorable mix.

Engineered Materials

In 2024, we expect Engineered materials sales to be flat compared to 2023, with a modest increase in sales to the Recreational Vehicle market, offset by a decline in sales to the Transportation market.

We expect operating profit and operating margin to be approximately flat compared to 2023.

In 2024, we expect Engineered materials sales, operating profit, and operating margin to be approximately flat compared to 2023.

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

Results from Continuing Operations – Three Months Ended March 31,

Results from Continuing Operations – Three Months Ended June 30,

The following information should be read in conjunction with our condensed consolidated financial statements and related notes.

All comparisons below refer to the first quarter 2024 versus the first quarter 2023, unless otherwise specified.

First Quarter Favorable/(Unfavorable) Change

(dollars in millions) 2024 2023 $ % (1)

All comparisons below refer to the second quarter 2024 versus the second quarter 2023, unless otherwise specified.

Second Quarter Favorable/(Unfavorable) Change

(dollars in millions) 2024 2023 $ % (a)

Net sales $ 581.2 $ 509.6 $ 71.6 14.1 %

8 unchanged sentences

Interest expense (7.4) (5.3) (2.1) (39.6) %

Miscellaneous expense, net (1.3) (0.5) (0.8) NM

Miscellaneous income (expense), net 1.1 (1.3) 2.4 NM

Total other expense, net (5.0) (5.8) 0.8 13.8 %

2 unchanged sentences

Net income from continuing operations attributable to common shareholders $ 71.6 $ 43.3 $ 28.3 65.4 %

(1) Variances designated as “NM” indicates such calculation is not meaningful.

(a) Variances designated as “NM” indicates such calculation is not meaningful.

Sales increased by $71.6 million, or 14.1%, to $581.2 million in 2024.

The period-over-period change in sales included:

• an increase in sales related to the BAUM and Vian acquisitions of $25.8 million, or 5.0%;

• an increase in core sales of $24.1 million, or 4.7%, which was driven primarily by higher pricing;

• favorable foreign currency translation of $1.6 million.

• an increase in core sales of $44.0 million, or 8.6%, which was driven primarily by higher pricing, and to a lesser extent, higher volume;

• an increase in sales related to the BAUM, Vian and CryoWorks acquisitions of $28.8 million, or 5.7%;

partially offset by

• unfavorable foreign currency translation of $1.2 million, or 0.2%.

Cost of sales increased by $48.8 million, or 15.8%, to $357.3 million in 2024.

The increase is primarily related to higher material, labor and other manufacturing costs of $30.8 million, or 10.0%, driven by the higher sales, coupled with the impact from the BAUM and Vian acquisitions of $21.9 million, or 7.1%, partially offset by strong productivity gains and favorable mix of $16.7 million, or 5.4%.

Selling, general and administrative expenses increased by $1.7 million, or 1.3%, to $131.1 million in 2024, which was primarily driven by the impact from the BAUM and Vian acquisitions.

The increase is primarily related to the impact from the BAUM, Vian and CryoWorks acquisitions of $25.8 million, or 8.4%, coupled with higher material, labor and other manufacturing costs of $22.0 million, or 7.1%, driven by the higher sales, and unfavorable mix of $7.4 million or 2.4%, partially offset by strong productivity gains and other cost savings of $12.7 million, or 4.1%.

Selling, general and administrative expenses decreased by $10.7 million, or 7.8%, to $127.3 million in 2024, primarily driven by a decrease in administrative expenses of $14.0 million, or 10.1%, related to the absence of expenses related to the Separation, partially offset by the higher selling costs of $4.5 million, or 3.3%.

Operating profit increased by $33.5 million, or 53.1%, to $96.6 million in 2024.

The increase is primarily due to strong productivity gains of $13.2 million, or 17.0%, coupled with favorable mix and higher volumes of $8.4 million, or 10.8%, partially offset by higher material, labor and other manufacturing costs net of higher pricing of $10.4 million, or 13.4%.

Our effective tax rate for the three months ended March 31, 2024, is slightly lower than the prior year’s comparable period primarily due to lower non-U.S.

taxes and lower statutorily non-deductible transaction costs.

Our effective tax rate for the three months ended March 31, 2024, is equal to the statutory U.S.

federal tax rate of 21%.

The effective tax rate is the result of permanent increases and decreases that net against each other and offset.

These increases and decreases include 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.

The increase is primarily due to higher pricing net of inflation and higher volumes of $27.1 million, or 43%, strong productivity gains of $13.6 million, or 21.6%, and the absence of expenses related to the Separation, partially offset by unfavorable mix of $7.4 million, or 11.7%.

Our effective tax rate for the three months ended June 30, 2024, is lower than the prior year’s comparable tax rate primarily due to lower non-U.S.

taxes and lower statutorily non-deductible costs.

Our effective tax rate for the three months ended June 30, 2024, is slightly 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 the impact of U.S.

state taxes, partially offset by excess share-based compensation benefits, tax credit utilization, and the statutory U.S.

13 unchanged sentences

Comprehensive income attributable to common shareholders $ 71.3 $ 49.0

For the three months ended March 31, 2024, comprehensive income before allocation to noncontrolling interests was $55.4 million compared to $121.1 million in the same period of 2023.

The $65.7 million decrease was primarily driven by lower net income before allocation to noncontrolling interests of $40.9 million, reflecting absence of income from discontinued operations in 2024 compared to 2023, and a $25.1 million year-over-year unfavorable impact of foreign currency translation, primarily related to the British pound and euro.

For the three months ended June 30, 2024, comprehensive income before allocation to noncontrolling interests was $71.3 million compared to $48.9 million in the same period of 2023.

The $22.4 million increase was primarily driven by higher net income before allocation to noncontrolling interests of $26.0 million, partially offset by a $4.0 million year-over-year unfavorable impact of foreign currency translation, primarily related to the British pound and euro.

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

Segment Results of Operations - Three Months Ended March 31,

Segment Results of Operations - Three Months Ended June 30,

Aerospace & Electronics

First Quarter Favorable/(Unfavorable) Change

Second Quarter Favorable/(Unfavorable) Change

(dollars in millions) 2024 2023 $ %

7 unchanged sentences

as a percentage of sales 62.3 % 61.6 %

Selling, general and administrative $ 35.9 $ 31.4 $ (4.5) (14.3) %

Selling, general and administrative $ 34.3 $ 34.3 $ — NM

as a percentage of sales 14.9 % 18.1 %

3 unchanged sentences

$ 814.9 $ 675.1 $ 139.8 20.7 %

(a) Includes $53.5 million of backlog as of March 31, 2024, pertaining to the Vian acquisition.

(a) Includes $62.3 million of backlog as of June 30, 2024, pertaining to the Vian acquisition.

Sales increased $41.7 million, or 22.0%, to $230.9 million in 2024, primarily due to higher volumes and pricing of $31.1 million, or 16.4%, and the impact of the Vian acquisition of $10.6 million, or 5.6%.

• Sales of Commercial Original Equipment increased $17.1 million, or 25.0%, to $85.5 million in 2024, reflecting strong demand from aircraft manufacturers as the industry aircraft build rates continue to recover from the COVID-19 related slowdown, partially offset by component availability constraints.

• Sales of Commercial Original Equipment increased $18.8 million, or 26.9%, to $88.6 million in 2024, reflecting strong demand from aircraft manufacturers, partially offset by component availability constraints.

• Sales of Military Original Equipment increased $4.1 million, or 6.5%, to $66.9 million in 2024, primarily reflecting strong demand from defense customers.

• Sales of Commercial Aftermarket Products increased $11.5 million, or 28.2%, to $52.3 million in 2024, reflecting continued strong demand from the airlines due to improving air traffic and inventory restocking.

• Sales of Military Aftermarket Products increased $6.4 million, or 53.8%, to $18.3 million in 2024, reflecting stronger demand for military products in response to heightened geopolitical tensions, globally.

Cost of sales increased by $30.7 million, or 27.7%, to $141.7 million in 2024, primarily reflecting higher material and other manufacturing costs of $19.3 million, or 17.4%, increased volumes of $12.4 million, or 11.2%, the impact from the Vian acquisition of $9.4 million, or 8.5%, partially offset by productivity gains of $5.3 million, or 4.8%, and favorable mix of $5.1 million, or 4.6%.

Selling, general and administrative expenses increased $4.5 million, or 14.3%, to $35.9 million, primarily related to higher administrative costs of $4.0 million, or 12.7%.

• Sales of Military Aftermarket Products increased $7.3 million, or 46.2%, to $23.1 million in 2024, reflecting stronger demand for military products, partly in response to heightened geopolitical tensions globally.

Cost of sales increased by $27.3 million, or 23.4%, to $143.9 million in 2024, primarily reflecting higher material, labor and other manufacturing costs of $13.9 million, or 11.9%, the impact from the Vian acquisition of $9.8 million, or 8.4%, increased volumes of $7.5 million, or 6.4%, partially offset by productivity gains of $4.7 million, or 4.0%.

Operating profit increased by $14.4 million, or 37.6%, to $52.7 million in 2024.

The increase primarily reflected the impact from higher volumes of $14.0 million, or 37.1%, coupled with productivity gains and favorable mix of $10.9 million, or 28.9%, partially offset by higher material, labor and other manufacturing costs net of higher pricing of $12.9 million, or 34.2%.

The increase primarily reflected the impact from higher volumes of $9.0 million, or 23.5%, coupled with productivity gains of $5.3 million, or 13.8%.

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

Process Flow Technologies

First Quarter Favorable/(Unfavorable) Change

Second Quarter Favorable/(Unfavorable) Change

(dollars in millions) 2024 2023 $ %

12 unchanged sentences

$ 399.9 $ 352.9 $ 47.0 13.3 %

(a) Includes $8.3 million of backlog as of March 31, 2024, pertaining to the Baum acquisition.

Sales increased by $12.9 million, or 4.8%, to $284.3 million in 2024, primarily driven by the impact of the BAUM acquisition of $16.8 million, or 6.2% and favorable foreign currency translation of $1.5 million, or 0.6%, partially offset by lower core sales of $5.4 million, or 2.0%.

Lower core sales were driven by lower volumes.

• Sales of Process Valves and Related Products increased by $11.1 million, or 5.5%, to $214.0 million in 2024, primarily driven by the impact of the BAUM acquisition, partially offset by lower core sales.

• Sales of Commercial Valves increased by $2.3 million, or 7.5%, to $32.9 million in 2024, reflecting an impact from favorable foreign currency translation and a modest increase in core sales.

Cost of sales increased by $11.6 million, or 7.7%, to $161.7 million, primarily related to the impact of the BAUM acquisition of $12.6 million, or 8.4%, higher material, labor and other manufacturing costs of $10.9 million, or 7.3%, and unfavorable foreign currency translation of $1.0 million, or 1%, partially offset by the impact of lower volumes of $7.6 million, or 5.1%, and net productivity gains of $5.1 million, or 3.4%.

Selling, general and administrative expenses increased by $7.7 million, or 13.3%, to $65.7 million, primarily related to higher selling and administrative costs of $7.5 million, or 12.9%, partially driven by the impact of the BAUM acquisition.

Operating profit decreas ed by $6.4 million, or 10.1%, to $56.9 million in 2024.

The decrease is primarily due to lower volumes, higher selling, administrative and manufacturing costs , and unfavorable mix of $15.3 million, or 24.2%, partially offset by productivity gains of $6.8 million, or 10.7%, the net impact from the Baum acquisition of $1.2 million, or 1.9% and other savings of $0.8 million, or 1.2%.

(a) includes $18.0 million of backlog as of June 30, 2024 pertaining to the Baum and CryoWorks acquisitions.

Sales increased by $34.5 million, or 13.1%, to $297.7 million in 2024, primarily driven by the impact of the BAUM and CryoWorks acquisitions of $18.2 million, or 6.9%, higher core sales of $17.4 million, or 6.6%, primarily driven by higher pricing, partially offset by unfavorable foreign currency translation of $1.1 million, or 0.4%.

• Sales of Process Valves and Related Products increased by $29.4 million, or 14.9%, to $226.8 million in 2024, primarily driven by the impact of the BAUM and CryoWorks acquisitions and higher core sales.

• Sales of Commercial Valves increased by $4.9 million, or 17.0%, to $33.7 million in 2024, reflecting an increase in core sales driven by higher volumes and pricing.

Cost of sales increased by $23.8 million, or 15.9%, to $173.2 million, primarily related to the impact of the BAUM and CryoWorks acquisitions of $15.9 million, or 10.6%, higher material, labor and other manufacturing costs of $6.3 million, or 4.2%, unfavorable mix of $6.0 million, or 4.0%, and higher volumes of $2.9 million, or 1.9%, partially offset by net productivity gains and favorable foreign currency translation of $7.3 million, or 4.9%.

Selling, general and administrative expenses increased by $1.8 million, or 2.8%, to $65.0 million, primarily driven by the impact of the BAUM and CryoWorks acquisitions of $4.4 million, or 7.0%, partially offset by productivity gains and other net cost savings of $3.1 million, or 4.9%.

Operating profit increas ed by $8.9 million, or 17.6%, to $59.5 million in 2024.

The increase is primarily due to higher pricing net of inflation and higher volumes of $7.5 million, or 14.8%, productivity gains of $7.3 million, or 14.4%, partially offset by unfavorable mix and foreign currency translation of $6.4 million, or 12.6%.

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

Engineered Materials

First Quarter Favorable/(Unfavorable) Change

Second Quarter Favorable/(Unfavorable) Change

(dollars in millions) 2024 2023 $ %

12 unchanged sentences

Backlog $ 11.0 $ 14.5 $ (3.5) (24.1) %

Sales decreased $7.2 million, or 11.6%, to $55.1 million in 2024, primarily reflecting lower volumes of $6.0 million, or 9.6%.

Sales decreased $4.6 million, or 8.0%, to $52.6 million in 2024, reflecting lower volumes partially offset by higher pricing.

The decrease was primarily driven by lower sales in Building Products and Transportation end markets.

Cost of sales decreased $4.4 million, or 9.6%, to $41.4 million in 2024, primarily related to lower volumes of $3.8 million, or 8.3%.

Cost of sales decreased $2.3 million, or 5.4%, to $40.2 million in 2024, primarily related to lower volumes.

Operating profit decreased by $2.5 million, or 25.5%, to $7.3 million in 2024, primarily reflecting the impact from lower volumes.

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

Results from Continuing Operations – Six Months Ended June 30,

The following information should be read in conjunction with our condensed consolidated financial statements and related notes.

All comparisons below refer to the first six months of 2024 versus the first six months of 2023, unless otherwise specified.

Year-to-Date Favorable/(Unfavorable) Change

(dollars in millions) 2024 2023 $ % (a)

Net sales $ 1,146.5 $ 1,023.4 $ 123.1 12.0 %

Cost of sales 702.1 615.4 (86.7) (14.1) %

as a percentage of sales 61.2 % 60.1 %

Selling, general and administrative

258.4 267.4 9.0 3.4 %

as a percentage of sales 22.5 % 26.1 %

Operating profit 186.0 140.6 45.4 32.3 %

Operating margin 16.2 % 13.7 %

Other income (expense):

Interest income 2.5 1.7 0.8 47.1 %

Interest expense (14.6) (11.8) (2.8) (23.7) %

Miscellaneous expense, net (0.2) (1.9) 1.7 NM

Total other expense, net (12.3) (12.0) (0.3) (2.5) %

Income from continuing operations before income taxes 173.7 128.6 45.1 35.1 %

Provision for income taxes 37.3 29.4 (7.9) (26.9) %

Net income from continuing operations attributable to common shareholders $ 136.4 $ 99.2 $ 37.2 37.5 %

(a) Variances designated as “NM” indicates such calculation is not meaningful.

Sales increased by $123.1 million, or 12.0%, to $1,146.5 million in 2024.

The year-over-year change in sales included:

• an increase in core sales of $68.0 million, or 6.6%, which was driven primarily by higher pricing, and to a lesser extent, higher volume;

• an increase in sales related to the BAUM, Vian and CryoWorks acquisitions of $54.7 million, or 5.3%.

Cost of sales increased by $86.7 million, or 14.1%, to $702.1 million in 2024.

The increase is primarily related to the higher material, labor and other manufacturing costs of $52.8 million, or 8.6%, driven by the higher sales, coupled with impact from the BAUM, Vian and CryoWorks acquisitions of $47.7 million, or 7.8%, and higher volumes of $7.8 million, or 1.3%, partially offset by strong productivity gains of $24.6 million, or 4.0%.

Selling, general and administrative expenses decreased by $9.0 million, or 3.4%, to $258.4 million in 2024, primarily driven by a decrease in administrative expenses of $17.3 million, or 6.5%, related to the absence of expenses related to the Separation, partially offset by higher selling costs of $8.8 million, or 3.3%.

Operating profit increased by $45.4 million, or 32.3%, to $186.0 million in 2024.

The increase is primarily due to strong productivity gains of $26.8 million, or 19.1%, coupled with higher volumes of $12.2 million, or 8.7%, and higher pricing net of inflation of $8.5 million, or 6.0%, and the absence of expenses related to the Separation, partially offset by unfavorable mix of $2.9 million, or 2.0%.

Our effective tax rate for the six months ended June 30, 2024, is lower than the prior year’s comparable tax rate primarily due to lower non-U.S.

taxes and lower statutorily non-deductible costs.

Our effective tax rate for the six months ended June 30, 2024 is slightly higher than the statutory U.S.

state taxes, partially offset by excess share-based compensation benefits, tax credit utilization, and the statutory U.S.

deduction related to our non-U.S.

subsidiaries’ income.

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

Comprehensive Income

Six Months Ended

(in millions) 2024 2023

Net income before allocation to noncontrolling interests $ 136.4 $ 151.3

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

Currency translation adjustment (15.7) 13.4

Changes in pension and postretirement plan assets and benefit obligation, net of tax 6.0 5.3

Other comprehensive (loss) income, net of tax (9.7) 18.7

Comprehensive income before allocation to noncontrolling interests 126.7 170.0

Noncontrolling interests in comprehensive income (0.1) (0.2)

Comprehensive income attributable to common shareholders $ 126.8 $ 170.2

For the six months ended June 30, 2024, comprehensive income before allocations to noncontrolling interests was $126.7 million compared to $170.0 million in the same period of 2023.

The $43.3 million decrease was primarily driven by a $29.1 million unfavorable impact of foreign currency translation, primarily related to the British pound and euro and lower net income before allocation to noncontrolling interests of $14.9 million, reflecting the absence of income from discontinued operations in 2024.

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

Segment Results of Operations - Six Months Ended June 30,

Aerospace & Electronics

Year-to-Date Favorable/(Unfavorable) Change

(dollars in millions) 2024 2023 $ %

Net sales by product line:

Commercial Original Equipment $ 174.1 $ 138.2 $ 35.9 26.0 %

Military Original Equipment 138.3 124.8 13.5 10.8 %

Commercial Aftermarket Products 103.0 78.6 24.4 31.0 %

Military Aftermarket Products 41.4 27.7 13.7 49.5 %

Total net sales $ 456.8 $ 369.3 $ 87.5 23.7 %

Cost of sales $ 285.6 $ 227.6 $ (58.0) (25.5) %

as a percentage of sales 62.5 % 61.6 %

Selling, general and administrative $ 70.2 $ 65.8 $ (4.4) (6.7) %

as a percentage of sales 15.4 % 17.8 %

Operating profit $ 101.0 $ 75.9 $ 25.1 33.1 %

Operating margin 22.1 % 20.6 %

Sales increased $87.5 million, or 23.7%, to $456.8 million in 2024, primarily due to higher volumes and pricing of $67.8 million, or 18.4%, and the impact of the Vian acquisition of $19.7 million, or 5.3%.

• Sales of Commercial Original Equipment increased $35.9 million, or 26.0%, to $174.1 million in 2024, reflecting strong demand from aircraft manufacturers, partially offset by material availability constraints.

• Sales of Military Original Equipment increased $13.5 million, or 10.8%, to $138.3 million in 2024, primarily reflecting strong demand from defense and space customers.

• Sales of Commercial Aftermarket Products increased $24.4 million, or 31.0%, to $103.0 million in 2024, reflecting continued strong demand from the airlines due to improving air traffic and inventory restocking.

• Sales of Military Aftermarket Products increased $13.7 million, or 49.5%, to $41.4 million in 2024, reflecting stronger demand for military products, partly in response to heightened geopolitical tensions globally.

Cost of sales increased by $58.0 million, or 25.5%, to $285.6 million in 2024, primarily reflecting higher material, labor and other manufacturing costs of $33.1 million, or 14.5%, increased volumes of $19.9 million, or 8.7%, the impact from the Vian acquisition of $19.2 million, or 8.4%, partially offset by productivity gains of $10.0 million, or 4.4%, and favorable mix of $4.3 million, or 1.9%

Selling, general and administrative expense increased by $4.4 million, or 6.7%, to $70.2 million in 2024, primarily related to higher administrative costs of $4.3 million, or 6.5%.

Operating profit increased by $25.1 million, or 33.1%, to $101.0 million in 2024, t he increase primarily reflected the impact from higher volumes of $22.9 million, or 30.2%, coupled with productivity gains of $11.1 million, or 14.6%, partially offset by higher material, labor and other manufacturing costs net of higher pricing of $11.9 million, or 15.7%.

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

Process Flow Technologies

Year-to-Date Favorable/(Unfavorable) Change

(dollars in millions) 2024 2023 $ %

Net sales by product line:

Process Valves and Related Products $ 440.8 $ 400.3 $ 40.5 10.1 %

Commercial Valves 66.6 59.4 7.2 12.1 %

Pumps and Systems 74.6 74.9 (0.3) (0.4) %

Total net sales $ 582.0 $ 534.6 $ 47.4 8.9 %

Cost of sales $ 334.9 $ 299.5 $ (35.4) (11.8) %

as a percentage of sales 57.5 % 56.0 %

Selling, general and administrative

$ 130.7 $ 121.2 $ (9.5) (7.8) %

as a percentage of sales 22.5 % 22.7 %

Operating profit $ 116.4 $ 113.9 $ 2.5 2.2 %

Operating margin 20.0 % 21.3 %

Sales increased by $47.4 million, or 8.9%, to $582.0 million in 2024, primarily driven by the impact of the BAUM and CryoWorks acquisitions of $35.0 million, or 6.5%, higher core sales of $12.0 million, or 2.2%, primarily driven by higher pricing.

• Sales of Process Valves and Related Products increased by $40.5 million, or 10.1%, to $440.8 million in 2024, primarily driven by the impact of the BAUM and CryoWorks acquisitions of $35.0 million, or 8.7%, and higher core sales of $6.8 million, or 1.7%, driven by higher pricing, partially offset by unfavorable foreign currency translation of $1.3 million, or 0.3%.

• Sales of Commercial Valves increased by $7.2 million, or 12.1%, to $66.6 million in 2024, primarily driven by increase in core sales of $5.5 million, or 9.3%, and favorable foreign currency translation of $1.7 million, or 2.9%, as the British pound strengthened against the U.S.

Cost of sales increased by $35.4 million, or 11.8%, to $334.9 million, primarily related to the impact of the BAUM and CryoWorks acquisitions of $28.5 million, or 9.5%, higher material, labor and other manufacturing costs of $17.2 million, or 5.7%, unfavorable mix of $7.3 million, or 2.4%, partially offset by productivity gains of $13.1 million, or 4.4%, and the impact of lower volumes of $4.6 million, or 1.5%.

Selling, general and administrative expense increased by $9.5 million, or 7.8%, to $130.7 million, primarily driven by the impact of the BAUM and CryoWorks acquisitions of $7.4 million, or 6.1%, and to a lesser extent, higher selling costs.

Operating profit increased by $2.5 million, or 2.2%, to $116.4 million in 2024.

The increase is primarily due to productivity gains and other net savings of $15.9 million, or 14.0 %, partially offset by unfavorable mix of $7.3 million, or 6.4%, and the impact of lower volumes of $6.5 million, or 5.7%.

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

Engineered Materials

Year-to-Date Favorable/(Unfavorable) Change

(dollars in millions) 2024 2023 $ %

Net sales by product line:

FRP - Recreational Vehicles $ 35.7 $ 37.4 $ (1.7) (4.5) %

FRP - Building Products 58.2 63.7 (5.5) (8.6) %

FRP - Transportation 13.8 18.4 (4.6) (25.0) %

Total net sales $ 107.7 $ 119.5 $ (11.8) (9.9) %

Cost of sales $ 81.6 $ 88.3 $ 6.7 7.6 %

as a percentage of sales 75.8 % 73.9 %

Selling, general and administrative $ 10.7 $ 10.0 $ (0.7) (7.0) %

as a percentage of sales 9.9 % 8.4 %

Operating profit $ 15.4 $ 21.2 $ (5.8) (27.4) %

Operating margin 14.3 % 17.7 %

Sales decreased $11.8 million, or 9.9%, to $107.7 million in 2024, reflecting lower volumes .

The decrease was primarily driven by lower sales in Building Products and Transportation end markets.

Cost of sales decreased by $6.7 million, or 7.6%, to $81.6 million, primarily related to lower volumes of $7.5 million, or 8.5%, partially offset by higher material, labor and other manufacturing costs, net of productivity gains of $1.0 million, or 1.1%.

Operating profit decreased by $5.8 million, or 27.4%, to $15.4 million in 2024, primarily reflecting the impact of lower volumes of $4.3 million, or 20.3%, and higher material, labor and other manufacturing costs, net of productivity gains and favorable mix of $1.5 million, or 7.1%.

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

Liquidity and Capital Resources

Three Months Ended

Six Months Ended

(in millions) 2024 2023

10 unchanged sentences

We have available borrowing capacity of $800 million under a 5-year revolving credit facility (“Revolving Facility”) through March 2028 and a $300 million, 3-year term loan facility (“Term Facility”) through March 2026.

At March 31, 2024, there was $247 million outstanding under the Term Facility and $110 million outstanding under the Revolving Facility.

For more information regarding our borrowings under the Revolving Facility in connection with our acquisition of CryoWorks, see “Recent Transactions – CryoWorks Acquisition” above.

At June 30, 2024, there was $247 million outstanding under the Term Facility and $130 million outstanding under the Revolving Facility.

For more information regarding our borrowings under the Revolving Facility in connection with our acquisitions, see “Recent Transactions – “Acquisitions” above.

Operating Activities

Cash used for operating activities from continuing operations was $79.9 million in the first three months of 2024, as compared to $105.4 million during the same period last year.

The decrease in cash used for operating activities from continuing operations was primarily driven by the $10.1 million increase in net income adjusted for the exclusion of non-cash items and a decrease in working capital investments of $22.2 million, primarily due to lower income tax payments and lower payments for inventory.

Cash used for operating activities from continuing operations was $17.9 million in the first six months of 2024, as compared to $53.0 million during the same period last year.

The decrease in cash used for operating activities from continuing operations was primarily driven by the $45.2 million increase in net income from continuing operations adjusted for the exclusion of non-cash items, partially offset by an increase in working capital investments of $3.1 million, primarily due to changes in accounts payable and accrued liabilities, driven by the timing of payments.

Investing Activities

Cash flows relating to investing activities from continuing operations consist primarily of cash used for capital expenditures and acquisitions of businesses.

Cash used for investing activities from continuing operations was $114.5 million in the first three months of 2024, as compared to $8.7 million in the comparable period of 2023.

The increase in cash used for investing activities is primarily related to the acquisition of Vian for $102.5 million and the $3.1 million final working capital adjustment related to the BAUM acquisition.

Cash used for investing activities from continuing operations was $177.1 million in the first six of 2024, as compared to $20.8 million in the comparable period of 2023.

The increase in cash used for investing activities is primarily related to the acquisition of Vian for $102.5 million and the acquisition of CyroWorks for $60.7 million.

Financing Activities

Financing cash flows consist primarily of dividend payments to shareholders, repayments of indebtedness, proceeds from our Credit Facilities and proceeds from the issuance of common stock.

During the first three months of 2023, financing cash flows also includes activities associated with the distribution of Crane NXT, Co.

Financing cash flows consist primarily of dividend payments to shareholders, repayments of indebtedness, proceeds from our Credit Facilities and proceeds from the issuance of common stock in connection with employee stock plans.

During the first six months of 2023, financing cash flows also includes activities associated with the distribution of Crane NXT, Co.

in support of the Separation.

Cash provided by financing activities was $87.9 million during the first three months of 2024 compared to cash used for financing activities of $67.8 million in the comparable period of 2023.

The increase in cash provided by financing activities was primarily driven by;

• $158.1 million increase in net borrowings;

• $14.9 million decrease in dividends paid;

partially offset by

Cash provided by financing activities was $99.6 million during the first six months of 2024 compared to cash used for financing activities of $395.6 million in the comparable period of 2023.

The increase in cash provided by financing activities was driven by:

• $578.1 million related to the Distribution of Crane NXT, Co.

in the prior year;

• $13.4 million decrease in dividends paid, reflecting a lower dividend per share established on April 3, 2023 in connection with the Separation;

• $7.5 million decrease in payments for debt issuance costs;

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

• $85.0 million decrease in net borrowings;

• $18.8 million increase in payments for taxes related to net share settlements of equity awards, net of proceeds from stock options.

2 unchanged sentences

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 2. Management’s Discussion and Analysis