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Item 1. Financial Statements

2023-05-10 compared with 2022-11-01 · 246 added, 399 removed, 428 unchanged (60% of the section changed)

3 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Three Months Ended Nine Months Ended

September 30, September 30,

Three Months Ended

(in millions, except per share data) 2023 2022

3 unchanged sentences

Selling, general and administrative 209.4 198.3

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

Restructuring gains, net — ( 1.1 ) — ( 14.3 )

Operating (loss) profit ( 31.2 ) 144.8 240.2 435.8

Operating profit 152.2 147.0

Other (expense) income:

1 unchanged sentence

Interest expense ( 17.0 ) ( 11.1 )

Gain on sale of business 3.8 — 232.5 —

Miscellaneous income, net 4.5 3.6 22.8 17.2

Total other (expense) income ( 3.8 ) ( 7.2 ) 221.6 ( 17.7 )

(Loss) Income before income taxes ( 35.0 ) 137.6 461.8 418.1

Miscellaneous (expense) income, net ( 2.4 ) 3.5

Total other expense, net ( 18.4 ) ( 7.3 )

Income before income taxes 133.8 139.7

Provision for income taxes 28.1 34.7

Net (loss) income attributable to common shareholders $ ( 59.3 ) $ 116.6 $ 303.9 $ 363.3

(Loss) earnings per share:

Net income attributable to common shareholders $ 105.7 $ 105.0

Earnings per share:

Basic $ 1.87 $ 1.84

7 unchanged sentences

AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME

Three Months Ended Nine Months Ended

September 30, September 30,

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Three Months Ended

(in millions) 2023 2022

Net (loss) income before allocation to noncontrolling interests $ ( 59.3 ) $ 116.6 $ 303.9 $ 363.3

Net income before allocation to noncontrolling interests $ 105.7 $ 105.0

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 2.7 3.3

Other comprehensive (loss) income, net of tax ( 75.4 ) ( 19.6 ) ( 166.1 ) ( 36.8 )

Comprehensive (loss) income before allocation to noncontrolling interests ( 134.7 ) 97.0 137.8 326.5

Noncontrolling interests in comprehensive (loss) income ( 0.3 ) ( 0.1 ) ( 0.3 ) 0.6

Comprehensive (loss) income attributable to common shareholders $ ( 134.4 ) $ 97.1 $ 138.1 $ 325.9

Other comprehensive income (loss), net of tax 15.4 ( 18.3 )

Comprehensive income before allocation to noncontrolling interests 121.1 86.7

Noncontrolling interests in comprehensive income ( 0.1 ) 0.1

Comprehensive income attributable to common shareholders $ 121.2 $ 86.6

See Notes to Condensed Consolidated Financial Statements.

2 unchanged sentences

CONDENSED CONSOLIDATED BALANCE SHEETS

(in millions) September 30,

(in millions) March 31,

2023 December 31,

1 unchanged sentence

Cash and cash equivalents $ 510.2 $ 657.6

Accounts receivable, net of allowance for doubtful accounts of $ 11.2 as of September 30, 2022 and $ 10.4 as of December 31, 2021

Current insurance receivable - asbestos — 13.7

Accounts receivable, net of allowance for doubtful accounts of $ 16.9 as of March 31, 2023 and $ 14.1 as of December 31, 2022

Inventories, net:

10 unchanged sentences

Property, plant and equipment, net 508.0 509.9

Long-term insurance receivable - asbestos — 60.0

Long-term deferred tax assets 9.9 8.3

7 unchanged sentences

CONDENSED CONSOLIDATED BALANCE SHEETS

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

(in millions, except per share and share data) March 31,

2023 December 31,

3 unchanged sentences

Accounts payable 247.1 286.6

Current asbestos liability — 62.3

Accrued liabilities 395.9 464.2

4 unchanged sentences

Long-term deferred tax liability 161.1 162.4

Long-term asbestos liability — 549.8

Other liabilities 148.1 138.7

20 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Nine Months Ended

September 30,

Three Months Ended

(in millions) 2023 2022

1 unchanged sentence

Net income attributable to common shareholders $ 105.7 $ 105.0

Loss on divestiture of asbestos-related assets and liabilities 148.9 —

Gain on sale of business ( 232.5 ) —

Gain on sale of property — ( 18.5 )

Depreciation and amortization 28.6 28.6

6 unchanged sentences

Asbestos related payments, net of insurance recoveries — ( 7.5 )

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

Other 1.5 3.9

Total (used for) provided by operating activities ( 378.0 ) 327.0

Total used for operating activities ( 70.8 ) ( 55.5 )

Investing activities:

1 unchanged sentence

Capital expenditures ( 12.9 ) ( 13.0 )

Proceeds from sale of business 318.1 —

Purchase of marketable securities — ( 10.0 )

Proceeds from sale of marketable securities — 40.0

Total provided by investing activities 281.4 26.6

Total used for investing activities ( 12.8 ) ( 13.0 )

Financing activities:

2 unchanged sentences

Stock options exercised, net of shares reacquired 12.8 0.7

Repayments of commercial paper with maturities greater than 90 days — ( 27.1 )

Debt issuance costs ( 4.0 ) —

Net borrowings from issuance of commercial paper with maturities of 90 days or less — 104.0

Proceeds from term loan 350.0 —

Repayment of term loan ( 400.0 ) —

Total provided by (used for) financing activities 119.3 ( 440.8 )

Total used for financing activities ( 67.8 ) ( 97.8 )

Effect of exchange rates on cash and cash equivalents 4.0 ( 5.1 )

2 unchanged sentences

Cash and cash equivalents at end of period $ 510.2 $ 307.2

See Notes to Condensed Consolidated Financial Statements.

CRANE HOLDINGS, CO.

1 unchanged sentence

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Nine Months Ended

September 30,

Three Months Ended

(in millions) 2023 2022

11 unchanged sentences

See Notes to Condensed Consolidated Financial Statements.

CRANE HOLDINGS, CO.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(in millions, except share data) Common

Par Value Capital

Surplus Retained

Earnings Accumulated

Comprehensive

Loss Treasury

Share- holders’

Equity Non-controlling

Interest Total

BALANCE DECEMBER 31, 2022 72.4 $ 373.8 $ 2,822.8 $ ( 503.3 ) $ ( 864.3 ) $ 1,901.4 $ 2.6 $ 1,904.0

Net income — — 105.7 — — 105.7 — 105.7

Cash dividends ($ 0.47 per share)

— — ( 26.6 ) — — ( 26.6 ) — ( 26.6 )

Exercise of stock options, net of shares reacquired of 297,539 shares

— — — — 19.8 19.8 — 19.8

Impact from settlement of share-based awards, net of shares acquired — ( 3.3 ) — — ( 3.6 ) ( 6.9 ) — ( 6.9 )

Stock-based compensation expense — 6.3 — — — 6.3 — 6.3

Changes in pension and postretirement plan assets and benefit obligation, net of tax — — — 2.7 — 2.7 — 2.7

Currency translation adjustment — — — 12.8 — 12.8 ( 0.1 ) 12.7

BALANCE MARCH 31, 2023 72.4 $ 376.8 $ 2,901.9 $ ( 487.8 ) $ ( 848.1 ) $ 2,015.2 $ 2.5 $ 2,017.7

(in millions, except share data) Common

Par Value Capital

Surplus Retained

Earnings Accumulated

Comprehensive

Loss Treasury

Share- holders’

Equity Non-controlling

Interest Total

BALANCE DECEMBER 31, 2021 72.4 $ 363.9 $ 2,527.3 $ ( 440.2 ) $ ( 691.1 ) $ 1,832.3 $ 2.8 $ 1,835.1

Net income — — 105.0 — — 105.0 — 105.0

Cash dividends ($ 0.47 per share)

— — ( 26.4 ) — — ( 26.4 ) — ( 26.4 )

Reacquisition on open market of 1,699,949 shares

— — — — ( 175.8 ) ( 175.8 ) — ( 175.8 )

Exercise of stock options, net of shares reacquired of 79,214 shares

— — — — 6.1 6.1 — 6.1

Impact from settlement of share-based awards, net of shares acquired — ( 5.1 ) — — ( 0.3 ) ( 5.4 ) — ( 5.4 )

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

Changes in pension and postretirement plan assets and benefit obligation, net of tax — — — 3.3 — 3.3 — 3.3

Currency translation adjustment — — — ( 21.7 ) — ( 21.7 ) 0.1 ( 21.6 )

BALANCE MARCH 31, 2022 72.4 $ 364.7 $ 2,605.9 $ ( 458.6 ) $ ( 861.1 ) $ 1,723.3 $ 2.9 $ 1,726.2

See Notes to Condensed Consolidated Financial Statements.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

3 unchanged sentences

These interim condensed consolidated financial statements should be read in conjunction with the Consolidated Financial Statements and Notes to Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, 2022.

As used in these notes, the terms "we," "us," "our," "Crane" and the "Company" mean Crane Holdings, Co.

and our subsidiaries unless the context specifically states or implies otherwise.

As used in these notes, the terms "we," "us," "our," and the "Company" mean Crane Holdings, Co., which was renamed “Crane NXT, Co.” on April 3, 2023.

Due to rounding, numbers presented throughout this report may not add up precisely to totals we provide, and percentages may not precisely reflect the absolute figures.

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

Holding Company Reorganization

On May 16, 2022, Crane Co., a Delaware corporation (“Crane Co.”), completed its previously announced reorganization merger pursuant to the Agreement and Plan of Merger, dated as of February 28, 2022 (the “Reorganization Agreement”), by and among Crane Co., Crane Holdings, Co., a Delaware corporation (“Crane Holdings”), and Crane Transaction Company, LLC, a Delaware limited liability company and, as of immediately prior to the consummation of such merger, a wholly-owned subsidiary of Crane Holdings (“Merger Sub”).

The Reorganization Agreement provided for the merger of Crane Co.

and Merger Sub, with Crane Co.

surviving the merger as a wholly-owned subsidiary of Crane Holdings (the “Reorganization Merger”).

Following the Reorganization Merger, on May 16, 2022, Crane Co.

converted from a Delaware corporation into a Delaware limited liability company named “Crane LLC” (such conversion, together with the Reorganization Merger, the “Reorganization”).

Following the Reorganization, substantially all of the assets of Crane LLC were distributed, assigned, transferred, conveyed and delivered to, and certain non-asbestos related liabilities of Crane LLC were assumed by, Crane Holdings.

On May 17, 2022, Crane LLC converted from a Delaware limited liability company to a Delaware corporation named “Crane Co.” Subsequently, on May 26, 2022, Crane Co.

filed a Certificate of Amendment to its Certificate of Incorporation (the “Certificate of Amendment”) with the Secretary of State of the State of Delaware, which became effective upon filing, pursuant to which the Crane Co.

officially changed its name from “Crane Co.” to “Redco Corporation”.

The “Crane Co.” name has been reserved for future use by Crane Holdings.

Divestiture of asbestos-related assets and liabilities

On August 12, 2022, Crane Holdings, Co., Crane Company, a wholly-owned subsidiary of Crane Holdings, Co., and Redco Corporation (“Redco”), then a wholly-owned subsidiary of Crane Company that held liabilities including asbestos liabilities and related insurance assets, entered into a Stock Purchase Agreement (the “Redco Purchase Agreement”) with Spruce Lake Liability Management Holdco LLC (“Redco Buyer”), an unrelated third party and long-term liability management company specializing in the acquisition and management of legacy corporate liabilities whereby Crane Company transferred to Redco Buyer all of the issued and outstanding shares of Redco (the “Redco Sale”).

In connection with the Redco Sale, Crane Holdings, Co., on behalf of Crane Company, contributed approximately $ 550 million in cash to Redco, which was funded by a combination of short-term borrowings and cash on hand.

As a result of the Redco Sale, all asbestos obligations and liabilities, related insurance assets and associated deferred tax assets have been removed from Crane Holdings, Co.’s condensed consolidated balance sheets effective August 12, 2022.

A loss on the divestiture of asbestos-related assets and liabilities of $ 162.4 million was recognized in the condensed consolidated statements of operations for the nine months ended September 30, 2022.

Sale of Crane Supply

On April 8, 2022, the Company entered into an agreement to sell the Crane Supply business for CAD 380 million on a cash-free and debt-free basis.

Subsequent to net working capital and other closing adjustments, the sale closed on May 31, 2022 for CAD 402 million.

In August 2022, the Company received CAD 5 million related to a final working capital adjustment.

The Company recognized a total gain on sale of $ 232.5 million.

Pending Separation

On March 30, 2022, the Company announced that its Board of Directors unanimously approved a plan to pursue a separation into two independent, publicly-traded companies (the “Separation”).

The Separation is expected to occur through a tax-free distribution and is expected to be completed within approximately 12 months, subject to the satisfaction of customary conditions and final approval by Crane Holdings, Co.’s Board of Directors.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Termination of Agreement to Sell Engineered Materials

On May 16, 2021, we entered into an agreement to sell the Engineered Materials segment to Grupo Verzatec S.A.

for $ 360 million on a cash-free and debt-free basis.

In the second quarter of 2021, the assets and liabilities of the segment were classified as held for sale.

On May 26, 2022, Verzatec terminated the sale agreement and paid $ 7.5 million to the Company in termination fees, which is presented within Miscellaneous income, net on the Condensed Statements of Operations.

As such, as of June 30, 2022 the Engineered Materials segment is no longer classified as assets held for sale and is presented herein as continuing operations for all periods presented.

Recent Accounting Pronouncements - Adopted

Simplifying the Accounting for Income Taxes

In December 2019, the Financial Accounting Standards Board (“FASB”) issued amended guidance to simplify the accounting for income taxes.

The guidance is effective for fiscal years beginning after December 15, 2020, including interim periods within those fiscal years.

Certain amendments are to be applied prospectively, while other amendments are to be applied retrospectively to all periods presented.

We have adopted this standard effective January 1, 2021.

The adoption of this new standard did not impact our consolidated financial statements.

On April 3, 2023, the Company, was separated into two independent, publicly-traded companies, in a transaction in which the Company retained its Payment & Merchandising Technologies segment and spun off its Aerospace & Electronics, Process Flow Technologies and Engineered Materials segments to the Company’s stockholders (the “Separation”).

Recent Accounting Pronouncements

The Company considered the applicability and impact of all Accounting Standards Updates issued by the Financial Accounting Standards Board (FASB) and determined them to be either not applicable or are not expected to have a material impact on the Company's Condensed Consolidated Statement of Operations, Balance Sheets and Cash Flows.

Note 2 - Segment Results

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

We have four reportable segments:

As of March 31, 2023, we had four reportable segments:

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

1 unchanged sentence

Corporate consists of corporate office expenses including compensation and benefits for corporate employees, occupancy, depreciation, and other administrative costs.

A brief description of each of our segments are as follows:

A brief description of each of our segments as of March 31, 2023 are as follows:

Aerospace & Electronics

The Aerospace & Electronics segment supplies critical components and systems, including original equipment and aftermarket parts, primarily for the commercial aerospace, and the military aerospace, defense and space markets.

Products include a wide range of custom designed, highly engineered products used in landing systems, sensing and utility systems, fluid management, seat actuation, power and microelectronic applications, and microwave systems.

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.

Products and services are organized into six integrated solutions:

Sensing Components & Systems, Electrical Power Solutions, Fluid Management Solutions, Landing & Control Systems, and Microwave Solutions.

Process Flow Technologies

1 unchanged sentence

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

Process Valves and Related Products manufactures on/off isolation valves, instrumentation and controls, and related products for critical and demanding applications primarily in the chemical and petrochemical, general industrial, energy-related and pharmaceutical end markets.

Commercial Valves is engaged primarily in the manufacturing of valves and related products for the non-residential construction, general industrial, and municipal markets, and the distribution of pipe, valves and fittings (PVF) for the non-residential construction market.

Pumps and Systems manufactures pumps and related products for water and wastewater applications in the industrial, municipal, commercial and military markets.

Process Valves and Related Products include on/off valves and related products for critical and demanding applications in the chemical, oil & gas, power, and general industrial end markets globally.

Commercial Valves includes the manufacturing of valves and related products for the non-residential construction, general industrial, and to a lesser extent, municipal markets.

Pumps and Systems include pumps and related products primarily for water and wastewater applications in the industrial, municipal, commercial and military markets.

Payment & Merchandising Technologies

The Payment & Merchandising Technologies segment consists of Crane Payment Innovations (“CPI”) and Crane Currency.

CPI provides high technology payment acceptance and dispensing products to original equipment manufacturers, and for certain vertical markets, it also provides currency handling and processing systems, complete cash and cashless payment and merchandising solutions, equipment service solutions, and fully connected managed service solutions.

Crane Currency is a supplier of banknotes and highly engineered banknote security features as well as a provider of security features for product authentication.

Engineered Materials

The Engineered Materials segment manufactures fiberglass-reinforced plastic panels and coils, primarily for use in the manufacturing of recreational vehicles ("RVs"), and in commercial and industrial buildings applications, with some additional applications including trailers and other transportation-related products.

Engineered Materials sells the majority of its products directly to RV, trailer, and truck manufacturers, and it uses distributors and retailers to serve the commercial and industrial construction markets.

CPI provides electronic equipment and associated software leveraging extensive and proprietary core capabilities with various detection and sensing technologies for applications including verification and authentication of payment transactions.

CPI also provides advanced automation solutions, and processing systems, field service solutions, and remote diagnostics and productivity software solutions.

Crane Currency provides advance security solutions based on proprietary micro-optic technology for the global banknote industry.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Engineered Materials

The Engineered Materials segment manufactures fiberglass-reinforced plastic ("FRP") panels and coils, primarily for use in the manufacturing of recreational vehicles ("RVs"), truck bodies and trailers (Transportation), with additional applications in commercial and industrial buildings (Building Products).

In the second quarter of 2022, Engineered Materials segment was no longer classified as held for sale and as such, the results of Engineered Materials segment are presented as continuing operations from second quarter of 2022.

This change was applied on retroactive basis.

Financial information by reportable segment is set forth below.

Three Months Ended Nine Months Ended

September 30, September 30,

Three Months Ended

(in millions) 2023 2022

4 unchanged sentences

Total $ 842.9 $ 871.5

Operating profit (loss):

Operating profit:

Aerospace & Electronics $ 37.7 $ 28.1

6 unchanged sentences

Interest expense ( 17.0 ) ( 11.1 )

Gain on sale of business 3.8 — 232.5 —

Miscellaneous income, net 4.5 3.6 22.8 17.2

(Loss) income before income taxes $ ( 35.0 ) $ 137.6 $ 461.8 $ 418.1

(in millions) September 30, 2022 December 31, 2021

Miscellaneous (expense) income, net ( 2.4 ) 3.5

Income before income taxes $ 133.8 $ 139.7

(in millions) March 31, 2023 December 31, 2022

Aerospace & Electronics $ 698.9 $ 663.3

4 unchanged sentences

Total $ 4,336.0 $ 4,390.2

(in millions) September 30, 2022 December 31, 2021

(in millions) March 31, 2023 December 31, 2022

Aerospace & Electronics $ 202.3 $ 202.3

7 unchanged sentences

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

Three Months Ended Nine Months Ended

September 30, September 30,

Three Months Ended

(in millions) 2023 2022

22 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 September 30, 2022, total backlog was $ 1,463.6 million.

We expect to recognize approximately 40 % of our remaining performance obligations as revenue in the fourth quarter of 2022, an additional 53 % in 2023 and the balance thereafter.

As of March 31, 2023, total backlog was $ 1,580.5 million.

We expect to recognize approximately 84 % of our remaining performance obligations as revenue in 2023, an additional 14 % in 2024 and the balance thereafter.

Contract Assets and Contract Liabilities

7 unchanged sentences

Net contract assets and contract liabilities consisted of the following:

(in millions) September 30, 2022 December 31, 2021

(in millions) March 31, 2023 December 31, 2022

Contract assets $ 97.0 $ 88.6

1 unchanged sentence

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

We recognized revenue of $ 19.4 million and $ 74.4 million during the three-and nine-month periods ended September 30, 2022, respectively, related to contract liabilities as of December 31, 2021.

We recognized revenue of $ 38.1 million during the three-month period ended March 31, 2023, related to contract liabilities as of December 31, 2022.

Note 4 - Earnings Per Share

3 unchanged sentences

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

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 per share.

Three Months Ended Nine Months Ended

September 30, September 30,

Three Months Ended

(in millions, except per share data) 2023 2022

Net (loss) income attributable to common shareholders $ ( 59.3 ) $ 116.6 $ 303.9 $ 363.3

Net income attributable to common shareholders $ 105.7 $ 105.0

Average basic shares outstanding 56.5 57.1

1 unchanged sentence

Average diluted shares outstanding 57.3 57.9

(Loss) earnings per basic share $ ( 1.06 ) $ 1.99 $ 5.38 $ 6.21

(Loss) earnings per diluted share $ ( 1.06 ) $ 1.96 $ 5.30 $ 6.14

The computation of diluted earnings per share excludes the effect of the potentially anti-dilutive securities which was 1.2 million and 1.0 million for the three months ended September 30, 2022, and 2021, respectively, and 0.4 million and 1.4 million for the nine months ending September 30, 2022 and 2021, respectively.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 5 - Changes in Equity and Accumulated Other Comprehensive Loss

A summary of changes in equity for the year-to-date interim periods ended September 30, 2022 and 2021 is provided below:

(in millions, except share data) Common

Par Value Capital

Surplus Retained

Earnings Accumulated

Comprehensive

Loss Treasury

Share- holders’

Equity Non-controlling

Interest Total

BALANCE DECEMBER 31, 2021 72.4 $ 363.9 $ 2,527.3 $ ( 440.2 ) $ ( 691.1 ) $ 1,832.3 $ 2.8 $ 1,835.1

Net income — — 105.0 — — 105.0 — 105.0

Cash dividends ($ 0.47 per share)

— — ( 26.4 ) — — ( 26.4 ) — ( 26.4 )

Reacquisition on open market of 1,699,949 shares

— — — — ( 175.8 ) ( 175.8 ) — ( 175.8 )

Exercise of stock options, net of shares reacquired of 79,214 shares

— — — — 6.1 6.1 — 6.1

Impact from settlement of share-based awards, net of shares acquired — ( 5.1 ) — — ( 0.3 ) ( 5.4 ) — ( 5.4 )

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

Changes in pension and postretirement plan assets and benefit obligation, net of tax — — — 3.3 — 3.3 — 3.3

Currency translation adjustment — — — ( 21.7 ) — ( 21.7 ) 0.1 ( 21.6 )

BALANCE MARCH 31, 2022 72.4 $ 364.7 $ 2,605.9 $ ( 458.6 ) $ ( 861.1 ) $ 1,723.3 $ 2.9 $ 1,726.2

Net income — — 258.2 — — 258.2 — 258.2

Cash dividends ($ 0.47 per share)

— — ( 26.4 ) — — ( 26.4 ) — ( 26.4 )

Reacquisition on open market of 1,959,069 shares

— — — — ( 27.9 ) ( 27.9 ) — ( 27.9 )

Exercise of stock options, net of shares reacquired of 94,774 shares

— — — — 1.1 1.1 — 1.1

Impact from settlement of share-based awards, net of shares acquired — ( 1.3 ) — — 1.2 ( 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 — — — 3.5 — 3.5 — 3.5

Currency translation adjustment — — — ( 75.8 ) — ( 75.8 ) ( 0.1 ) ( 75.9 )

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

Earnings per basic share $ 1.87 $ 1.84

Earnings per diluted share $ 1.84 $ 1.81

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 and 0.3 million for the three months ended March 31, 2023, and 2022, respectively.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(in millions, except share data) Common

Par Value Capital

Surplus Retained

Earnings Accumulated

Comprehensive

Loss Treasury

Share- holders’

Equity Non-controlling

Interest Total

BALANCE DECEMBER 31, 2020 72.4 $ 330.7 $ 2,192.8 $ ( 466.4 ) $ ( 600.6 ) $ 1,528.9 $ 2.2 $ 1,531.1

Net income — — 108.4 — — 108.4 — 108.4

Cash dividends ($ 0.43 per share)

— — ( 25.0 ) — — ( 25.0 ) — ( 25.0 )

Impact from settlement of share-based awards, net of shares acquired — ( 2.3 ) — — 9.5 7.2 — 7.2

Stock-based compensation expense — 6.3 — — — 6.3 — 6.3

Changes in pension and postretirement plan assets and benefit obligation, net of tax — — — 4.9 — 4.9 — 4.9

Currency translation adjustment — — — ( 35.7 ) — ( 35.7 ) 0.8 ( 34.9 )

BALANCE MARCH 31, 2021 72.4 $ 334.7 $ 2,276.2 $ ( 497.2 ) $ ( 591.1 ) $ 1,595.0 $ 3.0 $ 1,598.0

Net income — — 138.3 — — 138.3 — $ 138.3

Cash dividends ($ 0.43 per share)

— — ( 25.2 ) — — ( 25.2 ) — ( 25.2 )

Impact from settlement of share-based awards, net of shares acquired — 7.6 — — ( 9.5 ) ( 1.9 ) — ( 1.9 )

Stock-based compensation expense — 6.1 — — — 6.1 — 6.1

Changes in pension and postretirement plan assets and benefit obligation, net of tax — — — 5.2 — 5.2 — 5.2

Currency translation adjustment — — — 7.7 — 7.7 ( 0.1 ) 7.6

BALANCE JUNE 30, 2021 72.4 $ 348.4 $ 2,389.3 $ ( 484.3 ) $ ( 600.6 ) $ 1,725.2 $ 2.9 $ 1,728.1

Net income — — 116.6 — — 116.6 — 116.6

Cash dividends ($ 0.43 per share)

— — ( 25.3 ) — — ( 25.3 ) — ( 25.3 )

Impact from settlement of share-based awards, net of shares acquired — 2.0 — — 2.6 4.6 — 4.6

Stock-based compensation expense — 6.0 — — — 6.0 — 6.0

Changes in pension and postretirement plan assets and benefit obligation, net of tax — — — 5.2 — 5.2 — 5.2

Currency translation adjustment — — — ( 24.7 ) — ( 24.7 ) ( 0.1 ) ( 24.8 )

BALANCE SEPTEMBER 30, 2021 72.4 $ 356.4 $ 2,480.6 $ ( 503.8 ) $ ( 598.0 ) $ 1,807.6 $ 2.8 $ 1,810.4

Note 5 - Changes in Accumulated Other Comprehensive Loss

The table below provides the accumulated balances for each classification of accumulated other comprehensive income (loss), as reflected on our Condensed Consolidated Balance Sheets.

4 unchanged sentences

Net period other comprehensive income (loss) 2.7 12.8 15.5

Balance as of September 30, 2022 $ ( 292.8 ) $ ( 313.2 ) $ ( 606.0 )

Net of tax benefit of $ 120.8 million and $ 117.9 million as of September 30, 2022 and December 31, 2021, respectively.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The table below illustrates the amounts reclassified out of each component of accumulated other comprehensive loss for the three and nine month periods ended September 30, 2022, and 2021.

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

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

Balance as of March 31, 2023 $ ( 269.2 ) $ ( 218.6 ) $ ( 487.8 )

Net of tax benefit of $ 107.3 million and $ 106.6 million as of March 31, 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 month ended March 31, 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 March 31,

(in millions) 2023 2022

Amortization of pension items:

Prior service costs $ — $ ( 0.1 ) $ ( 0.1 ) $ ( 0.2 )

Net loss 3.8 4.8

1 unchanged sentence

Prior service costs ( 0.2 ) ( 0.3 )

Net gain ( 0.2 ) —

Total before tax $ 3.4 $ 4.5

3 unchanged sentences

Note 6 - Defined Benefit and Postretirement Benefits

For all plans, the components of net periodic benefit for the three months ended September 30, 2022, and 2021 are as follows:

Pension Postretirement

(in millions) 2022 2021 2022 2021

Service cost $ 1.7 $ 1.6 $ — $ 0.1

Interest cost 6.9 5.2 0.2 0.2

Expected return on plan assets ( 15.7 ) ( 14.8 ) — —

Amortization of prior service cost — ( 0.1 ) ( 0.3 ) ( 0.3 )

Amortization of net loss 3.3 6.5 — —

Net periodic benefit $ ( 3.8 ) $ ( 1.6 ) $ ( 0.1 ) $ —

For all plans, the components of net periodic benefit for the nine months ended September 30, 2022, and 2021 are as follows:

For all plans, the components of net periodic benefit for the three months ended March 31, 2023, and 2022 are as follows:

Pension Postretirement

3 unchanged sentences

Expected return on plan assets ( 12.2 ) ( 13.9 ) — —

Recognized curtailment gain — ( 0.6 ) — —

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

Amortization of net loss 12.9 19.6 — —

Net periodic benefit $ ( 9.1 ) $ ( 5.5 ) $ ( 0.2 ) $ —

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

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

Settlement loss 1.8 — — —

Curtailment loss 1.1 — — —

Net periodic loss (benefit) $ 5.3 $ ( 2.6 ) $ ( 0.2 ) $ —

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.

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 $ 20.0 $ 2.3

Amounts contributed during the nine months ended September 30, 2022 $ 19.3 $ —

Amounts contributed during the three months ended March 31, 2023 $ 0.3 $ 1.5

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

3 unchanged sentences

Our effective tax rates are as follows:

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

2022 2021 2022 2021

Three Months Ended March 31,

Effective Tax Rate 21.0 % 25.0 %

During the third quarter of 2022, the Company divested its asbestos-related assets and liabilities and recorded a pre-tax loss of $ 162.4 million.

Based on existing U.S.

income tax guidance, the Company did not record an income tax benefit related to this transaction.

However, the Company released a valuation allowance previously recorded against certain state deferred tax assets based on available evidence indicating it to be more likely than not the Company will realize a state income tax benefit for certain non-asbestos related future tax deductions.

Specifically, the Company considered the impact of the lack of future asbestos settlement and defense payments on state taxable income, projected future state taxable income exclusive of reversing deferred taxes, the Company’s U.S.

business resulting net deferred tax liability position after the asbestos-related transaction, and the lack of separate state income tax filings.

The combination of a loss on the asbestos-related transaction and the lack of a related tax benefit resulted in the Company’s negative tax rate for the three months ended September 30, 2022.

This negative tax rate represents a tax expense recorded against a book loss.

In this context, the Company’s tax rate for the three months ended September 30, 2022 is higher than the prior year’s comparable period primarily due to the absence of a tax benefit recorded against the asbestos-related transaction as well as higher non-U.S.

taxes, partially offset by the aforementioned release of a valuation allowance and the statutory U.S.

deduction related to our non-U.S.

subsidiaries’ income.

Our effective tax rate for the nine months ended September 30, 2022 is higher than the prior year’s comparable periods primarily due to the absence of a tax benefit recorded against the asbestos-related transaction and the reversal of a deferred tax asset established in a prior period that relates to the sale of a subsidiary, partially offset by the aforementioned release of a valuation allowance and statutory U.S.

tax credits and a deduction related to our non-U.S.

subsidiaries’ income.

Our effective tax rates for the three and nine months ended September 30, 2022 are higher than the statutory U.S.

federal tax rate of 21% primarily due to the absence of a tax benefit recorded against the asbestos-related transaction, 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.

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

deduction related to our non-U.S.

subsidiaries’ income.

Our effective tax rate for the three months ended March 31, 2023 is lower than the prior year’s comparable period primarily due to the greater benefit related to share-based compensation partially offset by higher non-U.S.

Our effective tax rate attributable to continuing operations for the three months ended March 31, 2023 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.

Unrecognized Tax Benefits

During the three and nine months ended September 30, 2022, our gross unrecognized tax benefits, excluding interest and penalties, increased by $ 0.1 million and $ 0.2 million, respectively, primarily due to increases in tax positions taken in the current periods, partially offset by tax positions taken during prior period and reductions from expirations of statues of limitations.

During the three and nine months ended September 30, 2022, the total amount of unrecognized tax benefits that, if recognized, would cause our effective tax rate to increase by $ 0.3 million and $ 0.6 million, respectively.

During the three months ended March 31, 2023, our gross unrecognized tax benefits, excluding interest and penalties, increased by $ 0.5 million, primarily due to increases in tax positions taken in the current periods, partially offset by reductions as a result of positions taken during prior period.

During the three months ended March 31, 2023, the total amount of unrecognized tax benefits that, if recognized, would cause our effective tax rate to increase by $ 0.8 million .

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 nine months ended September 30, 2022, we recognized $ 0.3 million and $ 0.5 million, respectively, of interest and penalty expense related to unrecognized tax benefits in our Condensed Consolidated Statement of Operations.

As of September 30, 2022, and December 31, 2021, the total amount of accrued interest and penalty expense related to unrecognized tax benefits recorded in our Condensed Consolidated Balance Sheets was $ 5.4 million and $ 4.9 million, respectively.

During the three months ended March 31, 2023, we recognized $ 0.5 million of interest expense related to unrecognized tax benefits in our Condensed Consolidated Statement of Operations.

As of March 31, 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 $ 5.3 million and $ 4.8 million, respectively.

During the next twelve months, it is reasonably possible that our unrecognized tax benefits may decrease by $ 13.4 million due to expiration of statutes of limitations and settlements with tax authorities.

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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 September 30, 2022, we had six reporting units.

As of March 31, 2023, we had six 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.

7 unchanged sentences

Currency translation — 2.2 1.2 — 3.4

Disposal on sale of business — ( 22.3 ) — — ( 22.3 )

Balance as of September 30, 2022 $ 202.2 $ 305.3 $ 818.4 $ 171.2 $ 1,497.1

As of September 30, 2022, we had $ 419.9 million of net intangible assets, of which $ 68.5 million were intangibles with indefinite useful lives.

Balance as of March 31, 2023 $ 202.3 $ 319.5 $ 837.8 $ 171.3 $ 1,530.9

As of March 31, 2023, we had $ 406.5 million of net intangible assets, of which $ 67.4 million were intangibles with indefinite useful lives.

As of December 31, 2022, we had $ 416.6 million of net intangible assets, of which $ 67.3 million were intangibles with indefinite useful lives.

Changes to intangible assets are as follows:

(in millions) Nine Months Ended

September 30, 2022 Year Ended December 31, 2021

(in millions) Three Months Ended

March 31, 2023 Year Ended December 31, 2022

Balance at beginning of period, net of accumulated amortization $ 416.6 $ 467.1

3 unchanged sentences

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

A summary of intangible assets follows:

September 30, 2022 December 31, 2021

A summary of intangible assets are as follows:

March 31, 2023 December 31, 2022

(in millions) Weighted Average

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Accrued liabilities consist of:

(in millions) September 30,

(in millions) March 31,

2023 December 31,

5 unchanged sentences

Total $ 395.9 $ 464.2

We accrue warranty liabilities when it is probable that an asset has been impaired, or a liability has been incurred and the amount of the loss can be reasonably estimated.

Warranty provision is included within “Cost of sales” in our Condensed Consolidated Statements of Operations.

The following table summarizes warranty activity recorded during the three and nine months ended September 30, 2022, and 2021.

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

(in millions) 2022 2021 2022 2021

Balance at beginning of period $ 8.5 $ 11.8 $ 8.6 $ 9.4

Expense 2.8 1.1 6.3 7.1

Payments / deductions ( 2.1 ) ( 2.1 ) ( 5.7 ) ( 5.7 )

Currency translation ( 0.1 ) ( 0.2 ) ( 0.1 ) ( 0.2 )

Balance at end of period $ 9.1 $ 10.6 $ 9.1 $ 10.6

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 10 - Commitments and Contingencies

Asbestos Liability

On August 12, 2022, Crane Holdings, Co., Crane Company, a wholly-owned subsidiary of Crane Holdings, Co., and Redco, then a wholly-owned subsidiary of Crane Company that held liabilities including asbestos liabilities and related insurance assets, entered into the Redco Purchase Agreement with Redco Buyer, an unrelated third party and long-term liability management company specializing in the acquisition and management of legacy corporate liabilities, whereby Crane Company transferred to Redco Buyer all of the issued and outstanding shares of Redco.

Concurrent with the completion of the Redco Sale, Redco Buyer contributed $ 83 million in cash to Redco.

Pursuant to the terms of the Redco Purchase Agreement, Crane Company and Redco Buyer will each indemnify the other for breaches of representations and warranties, breaches of covenants and obligations and certain liabilities, subject to the terms of the Redco Purchase Agreement.

While indemnification by each of Crane Company and Redco Buyer to the other party for breach of representations and warranties is capped at $ 83 million, in each case, based on the terms and subject to certain limitations as set forth in the Redco Purchase Agreement, liability of each of Crane Company and Redco Buyer for breaches of covenants and obligations and for indemnified liabilities is generally uncapped.

Such covenants and obligations include that Redco has agreed to indemnify Crane Company and its affiliates for all claims arising out of asbestos liabilities, and Crane Company has agreed to indemnify Redco and its affiliates for all other historical liabilities of Redco, which include certain potential environmental liabilities.

Crane Holdings, Co.

has guaranteed the full payment and performance of Crane Company’s indemnification obligations under the Redco Purchase Agreement.

Upon consummation of the previously announced separation transaction pursuant to which, among other things, all outstanding shares of Crane Company will be distributed to Crane Holdings, Co.’s stockholders, Crane Holdings, Co.

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

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

As such, Redco has been deconsolidated from our 2022 financial results, as we no longer maintain control of the entity.

Therefore, for the period ending September 30, 2022, all asbestos obligations and liabilities, related insurance assets and associated deferred tax assets of Redco are no longer reported on the condensed consolidated balance sheet.

The Company recorded a loss on the divestiture of asbestos-related assets and liabilities of $ 162.4 million in the third quarter of 2022, including transaction expenses of $ 13.5 million.

The following is a summary of the loss on divestiture of asbestos-related assets and liabilities:

(in millions)

Cash $ ( 550.0 )

Current insurance receivable ( 13.8 )

Long-term insurance receivable ( 49.4 )

Deferred tax asset ( 107.9 )

Current asbestos liability 62.5

Long-term asbestos liability 509.7

Loss on divestiture of asbestos-related assets and liabilities, before transaction costs ( 148.9 )

Transaction costs ( 13.5 )

Loss on divestiture of asbestos-related assets and liabilities $ ( 162.4 )

The gross settlement and defense costs incurred (before insurance recoveries and tax effects) by us as of August 11, 2022 and reflected in the nine-month period ended September 30, 2021 totaled $ 35.8 million and $ 35.7 million, respectively.

Our total pre-tax payments for settlement and defense costs, net of funds received from insurers, as of August 11, 2022 and reflected in

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

the nine-month period ended September 30, 2021 totaled $ 29.3 million and $ 29.6 million, respectively.

Detailed below are the comparable amounts for the periods indicated.

Quarter-to-Date Period Ended Year-to-Date Period Ended

(in millions) August 11, 2022 September 30, 2021 August 11, 2022 September 30, 2021

Settlement / indemnity costs incurred (1)

$ 6.3 $ 10.6 $ 29.4 $ 24.5

Defense costs incurred (1)

1.0 3.8 6.4 11.2

Total costs incurred $ 7.3 $ 14.4 $ 35.8 $ 35.7

Settlement / indemnity payments $ 6.6 $ 8.9 $ 33.8 $ 28.4

Defense payments 1.1 3.9 6.1 11.3

Insurance receipts ( 1.8 ) ( 3.4 ) ( 10.6 ) ( 10.1 )

Pre-tax cash payments, net $ 5.9 $ 9.4 $ 29.3 $ 29.6

(1) Before insurance recoveries and tax effects.

Other Contingencies

Environmental Matters

1 unchanged sentence

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

The environmental remediation liability as of September 30, 2022 is substantially related to the former manufacturing site in Goodyear, Arizona (the “Goodyear Site”) discussed below.

The environmental remediation liability as of March 31, 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.

We will continue to be responsible for all remediation costs associated with the Goodyear Site.

As a preliminary matter, we note that on August 12, 2022, Crane Holdings, Co., Crane Company, a wholly-owned subsidiary of Crane Holdings, Co., and Redco Corporation (f/k/a Crane Co., (“Redco”) a wholly-owned subsidiary of Crane Company that holds liabilities including asbestos liabilities and related insurance assets, entered into the Redco Purchase Agreement with Redco Buyer, an unrelated third party and a long-term liability management company specializing in the acquisition and management of legacy corporate liabilities, whereby Crane Company transferred to Redco Buyer all of the issued and outstanding shares of Redco (the “Redco Sale”).

On August 12, 2022, Crane Holdings, Co., Crane Company, a then wholly-owned subsidiary of Crane Holdings, Co., and Redco Corporation (f/k/a Crane Co., (“Redco”) a then wholly-owned subsidiary of Crane Company that held liabilities including asbestos liabilities and related insurance assets, entered into the a Stock Purchase Agreement (the “Redco Purchase Agreement”) with Spruce Lake Liability Management Holdco LLC (“Redco Buyer”), an unrelated third party long-term liability management company specializing in the acquisition and management of legacy corporate liabilities, whereby Crane Company transferred to Redco Buyer all of the issued and outstanding shares of Redco (the “Redco Sale”).

Such covenants and obligations include that Crane Company has agreed to indemnify Redco and its affiliates for all other historical liabilities of Redco, which include certain potential environmental liabilities.

Such covenants and obligations include obligations of Crane Company to indemnify Redco and its affiliates for all other historical liabilities of Redco, which include certain potential environmental liabilities.

Crane Holdings, Co.

has guaranteed the full payment and performance of Crane Company’s indemnification obligations under the Redco Purchase Agreement.

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

guaranteed the full payment and performance of Crane Company’s indemnification obligations under the Redco Purchase Agreement.

On April 3, 2023, Crane Holdings, Co.

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.

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

Department of Justice agreed that Crane Holdings, Co.

and ultimately Crane Company will be primarily liable for the Goodyear Site.

The New Jersey Department of Environmental Protection agreed to transfer the liability of the Roseland Site to Crane Holdings, Co., and a further transfer of this environmental liability to Crane Company upon effectiveness of the separation transaction is expected.

and, following completion of the Separation, Crane Company will be primarily liable for the Goodyear Site.

The New Jersey Department of Environmental Protection agreed to transfer the liability of the Roseland Site to Crane Holdings, Co., and to further transfer this environmental liability to Crane Company upon effectiveness of the Separation.

The potential liability for the Crab Orchard Site referenced below remains a direct obligation of Redco.

As noted above, however, Crane Company, and Crane Holdings, Co.

(as guarantor until the time of the separation transaction), have agreed to indemnify Redco Buyer against the Goodyear, Roseland, and Crab Orchard environmental liabilities.

Thus, references below to “we”, and “us” refer to Crane Holdings, Co.

in its capacity as the primarily responsible party for the Goodyear and Roseland Sites, and as indemnitor to the Redco Buyer on the Crab Orchard Site.

(as guarantor until the completion of the Separation), agreed to indemnify Redco Buyer against the Goodyear, Roseland, and Crab Orchard environmental liabilities.

Thus, references below to “we”, and “us” refer to Crane Company in its capacity as the primarily responsible party for the Goodyear and Roseland Sites, and as indemnitor to the Redco Buyer on the Crab Orchard Site.

Goodyear Site

2 unchanged sentences

(n/k/a Redco) acquired UPI’s parent company, UniDynamics Corporation.

UPI is now an indirect subsidiary of Crane Holdings, Co.

UPI was an indirect subsidiary of Crane Holdings, Co.

pre-Separation and became an indirect subsidiary of Crane Company following completion of the Separation.

UPI manufactured explosive and pyrotechnic compounds, including components for critical military programs, for the U.S.

2 unchanged sentences

In 1990, the U.S.

Environmental Protection Agency (“EPA”)

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

issued administrative orders requiring UPI to design and conduct certain remedial actions, which UPI has done.

Environmental Protection Agency (“EPA”) issued administrative orders requiring UPI to design and conduct certain remedial actions, which UPI has done.

Groundwater extraction and treatment systems have been in operation at the Goodyear Site since 1994.

4 unchanged sentences

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 $ 26.0 million and $ 32.3 million as of September 30, 2022 and December 31, 2021, 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 $ 7.1 million as of September 30, 2022 and December 31, 2021, respectively, and represents our best estimate, in consultation with our technical advisors, of total remediation costs expected to be paid during the 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.

The total estimated gross liability was $ 23.7 million and $ 24.8 million as of March 31, 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 March 31, 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.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

the continued significant changes in the Goodyear Site conditions and additional expectations of remediation activities experienced in recent years.

On July 31, 2006, we entered into a consent decree with the U.S.

1 unchanged sentence

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

As of September 30, 2022 and December 31, 2021, we recorded a receivable of $ 5.7 million and $ 7.3 million, respectively, for the expected reimbursements from the U.S.

As of March 31, 2023 and December 31, 2022, we recorded a receivable of $ 4.7 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.

3 unchanged sentences

Roseland, NJ Site

The Roseland Site was operated by Resistoflex Corporation (“Resistoflex”), which became an indirect subsidiary of ours in 1985 when we acquired Resistoflex’s parent company, UniDynamics Corporation.

The Roseland Site was operated by Resistoflex Corporation (“Resistoflex”), which became an indirect subsidiary in 1985 when Crane Co.

(n/k/a Redco) acquired Resistoflex’s parent company, UniDynamics Corporation.

Resistoflex manufactured specialty lined pipe and fittings at the site from the 1950s until it was closed in the mid-1980s.

1 unchanged sentence

In response to changes in remediation standards, in 2014 we began to conduct further site characterization and delineation studies at the Site.

We are in the late stages of our remediation activities at the Site, which include a comprehensive delineation of contaminants of concern in soil, groundwater, surface water, sediment, and indoor air testing, all in accordance with the New Jersey Department of Environmental Protection guidelines and directives.

We are in the late stages of our remediation activities at the Site, which include a comprehensive delineation of contaminants of concern in soil, groundwater, surface water, sediment, and indoor air in certain buildings, all in accordance with the New Jersey Department of Environmental Protection guidelines and directives.

Marion, IL Site

3 unchanged sentences

In 1947, about half of the Crab Orchard Site was leased to a variety of industrial tenants whose activities (which continue to this day) included manufacturing ordnance and explosives.

Unidynamics Corporation of us formerly leased portions of the Crab Orchard Site and conducted manufacturing operations at the Crab Orchard Site from 1952 until 1964.

Unidynamics Corporation formerly leased portions of the Crab Orchard Site and conducted manufacturing operations at the Crab Orchard Site from 1952 until 1964.

General Dynamics Ordnance and Tactical Systems, Inc.

(“GD-OTS”) is in the process of conducting a remedial investigation and feasibility study for a portion of the Crab Orchard Site (the “AUS-OU”), which includes an area where we maintained operations, pursuant to an Administrative Order on Consent.

(“GD-OTS”) is in the process of conducting a remedial investigation and feasibility study (“RI-FS”) for a portion of the Crab Orchard Site (the “AUS-OU”), which includes an area where we maintained operations, pursuant to an Administrative Order on Consent (the “AOC”).

A remedial investigation report was approved in February 2015, and work on the feasibility study is underway.

It is unclear when the final feasibility study will be completed, or when a final Record of Decision may be issued.

It is unclear when the final feasibility study will be completed, or when a final Record of Decision (“ROD”) may be issued.

As noted above, we have agreed to indemnify Redco Buyer against the Crab Orchard environmental liabilities, and accordingly we act as Redco’s agent with respect to such liabilities.

4 unchanged sentences

We have 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,

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

began in November 2017, but did not result in a multi-party settlement agreement.

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.

Subsequently, Redco entered discussions directly with GD-OTS and reached an agreement, as of July 13, 2021, to contribute toward GD-OTS’s past RI-FS costs associated with the first-phase areas for an immaterial amount.

4 unchanged sentences

Government and remaining participants are underway with respect to resolution of the U.S.

Government’s liability for, and contribution claims with respect to, the remaining areas of the site, including those portions of the Crab Orchard Site where Redco’s predecessor conducted manufacturing and research activities.

We at present cannot predict whether these further negotiations will result in a definitive agreement, or when any determination of the ultimate allocable shares of GD-OTS and U.S.

Government’s liability for, and contribution claims with respect to, RI/FS costs associated with the remaining areas of the site, including those portions of the Crab Orchard Site where Redco’s predecessor conducted manufacturing and research activities.

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

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

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 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.

Insurers with contractual coverage obligations for this site have been notified of this potential liability and have been providing defense and indemnity coverage, subject to reservations of rights.

Insurers with contractual coverage obligations for this site have been notified of this potential liability and have been providing coverage, subject to reservations of rights.

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.

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

Three Months Ended

(in millions) 2023 2022

Settlement / indemnity costs incurred $ — $ 10.5

Defense costs incurred — 2.5

Total costs incurred $ — $ 13.0

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

(in millions) 2023 2022

Settlement / indemnity payments $ — $ 9.6

Defense payments — 2.1

Insurance receipts — ( 4.2 )

Pre-tax cash payments, net $ — $ 7.5

Other Proceedings

4 unchanged sentences

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 September 30, 2022, 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 March 31, 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

Note 11 - Financing

Our debt consisted of the following:

(in millions) September 30,

(in millions) March 31,

2023 December 31,

4.45 % notes due December 2023 a

$ 299.8 $ 299.7

Term Facility 8.7 —

364 -Day Credit Agreement

Total short-term borrowings $ 308.5 $ 699.3

4.45 % notes due December 2023

$ 299.6 $ 299.4

6.55 % notes due November 2036

4.20 % notes due March 2048

Term Facility a

6.55 % notes due November 2036 a

4.20 % notes due March 2048 a

Other deferred financing costs associated with credit facilities ( 3.7 ) ( 1.4 )

Total long-term debt $ 880.7 $ 543.7

Debt discounts and debt issuance costs totaled $ 5.9 million and $ 5.7 million as of September 30, 2022 and December 31, 2021, respectively, and have been netted against the aggregate principal amounts of the related debt in the components of the debt table above.

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

(a) Debt discounts and debt issuance costs totaled $ 7.1 million and $ 5.6 million as of March 31, 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 new 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 $ 350 million, 3 -year term loan facility (the “Term Facility”), funding under each of which became available in connection with the Separation, upon the satisfaction of customary conditions of facilities of this type.

On March 31, 2023, the Company borrowed the full amount of the Term Facility.

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.

Borrowings under the Term Facility are prepayable without premium or penalty, subject to customary reimbursement of breakage costs.

Interest on loans advanced under the Credit Agreement accrues, at our option, at a rate per annum equal to (1) adjusted term SOFR plus a credit spread adjustment of 0.10 % for the applicable interest period plus a margin ranging from 1.50 % to 2.25 % or (2) a base rate plus a margin ranging from 0.50 % to 1.25 %, in each case, with such margin determined based on the lower of the ratings of our senior, unsecured long-term debt (the “Ratings”) and our total net leverage ratio.

We are required to pay a fee on undrawn commitments under the Revolving Facility at a rate per annum that ranges from 0.20 % to 0.35 %, based on the lower of the Ratings and our total net leverage ratio.

The Credit Agreement contains customary affirmative and negative covenants for credit facilities of this type, including limitations on our and our subsidiaries with respect to indebtedness, liens, mergers, consolidations, liquidations and dissolutions, sales of all or substantially all assets, transactions with affiliates, hedging arrangements and amendments to our organizational documents or to certain subordinated debt agreements.

As of the last day of each fiscal quarter, our total net leverage ratio cannot exceed 3.50 to 1.00 (provided that, at our election, such maximum ratio may be increased to 4.00 to 1.00 for specified periods following our consummation of certain material acquisitions) and our minimum interest coverage ratio must be at least 3.00 to 1.00.

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 $ 650 million revolving credit facility and commercial paper program disclosed below were replaced by commitments under the new $ 500 million, 5 -year Revolving Credit Agreement, with funding available upon Separation, subject to customary conditions precedent for facilities of this type.

The commercial paper program will no longer be available upon Separation.

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.

dollars (the “Term Loans”) in an aggregate principal amount of $ 400 million.

Interest on the Term Loans accrues at a rate per annum equal to, at the Company’s option, (a) a base rate (determined in a customary manner), plus a margin of 0.25 % or 0.50 % that is determined based upon the ratings by S&P and Moody’s of the Company’s senior unsecured long-term debt (the “Index Debt Rating”) or (b) an adjusted Term SOFR (determined in a customary manner) for an interest period to be selected by the Company, plus a

Interest on the Term Loans accrued at a rate per annum equal to, at the Company’s option, (a) a base rate (determined in a customary manner), plus a margin of 0.25 % or 0.50 % that was determined based upon the ratings by S&P and Moody’s of the Company’s senior unsecured long-term debt (the “Index Debt Rating”) or (b) an adjusted Term SOFR (determined in a customary manner) for an interest period to be selected by the Company, plus a margin of 1.25 % or 1.50 % that was determined based upon the Index Debt Rating.

During the first quarter of 2023, the Company repaid the remaining principal of $ 400 million under the 364 -Day Credit Agreement.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

margin of 1.25 % or 1.50 % that is determined based upon the Index Debt Rating.

The 364 -Day Credit Agreement contains customary affirmative and negative covenants for credit facilities of this type.

Commercial paper program - On July 28, 2021, we increased the size of the commercial paper program (“CP Program”) to permit the issuance of short-term, unsecured commercial paper notes in an aggregate principal amount not to exceed $ 650 million at any time outstanding.

Prior to this increase, the CP Program permitted us to issue commercial paper notes in an aggregate principal amount not to exceed $ 550 million at any time outstanding.

The other terms and conditions of the CP program remain the same.

Amounts available under the CP Program may be borrowed, repaid and re-borrowed from time to time.

The notes will have maturities of up to 397 days from date of issue.

The notes rank at least pari passu with all of our other unsecured and unsubordinated indebtedness.

As of September 30, 2022 and December 31, 2021, there were no outstanding borrowings under the commercial paper program.

The notes ranked at least pari passu with all of our other unsecured and unsubordinated indebtedness.

As of March 31, 2023 and December 31, 2022, there were no outstanding borrowings under the commercial paper program.

R evolving Credit Facility - On July 28, 2021, we entered into a $ 650 million, 5 -year Revolving Credit Agreement (the “2021 Facility”).

The 2021 Facility allowed us to borrow, repay, or to the extent permitted by the agreement, prepay and re-borrow funds at any time prior to the stated maturity date.

Interest on loans made under the 2021 Facility accrued, at our option, at a rate per annum equal to (1) a base rate, plus a margin ranging from 0.00 % to 0.50 % depending upon the ratings by S&P and Moody’s of our senior unsecured long-term debt (the "Index Debt Rating"), or (2) an adjusted LIBO rate or the applicable replacement rate (determined based on “hardwired” LIBOR transition provisions consistent with those published by the Alternative References Rates Committee) for an interest period to be selected by us, plus a margin ranging from 0.805 % to 1.50 % depending upon the Index Debt Rating.

The 2021 Facility contained customary affirmative and negative covenants for credit facilities of this type, including limitations on us and our subsidiaries with respect to indebtedness, liens, mergers, consolidations, liquidations and dissolutions, sales of all or substantially all assets, transactions with affiliates and hedging arrangements.

We also were required to maintain a debt to capitalization ratio not to exceed 0.65 to 1.00 at all times.

The 2021 Facility also provided for 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 of us.

As of March 31, 2023 and December 31, 2022, there were no outstanding borrowings under the 2021 Facility.

Note 12 - Fair Value Measurements

9 unchanged sentences

The carrying value of our financial assets and liabilities, including cash and cash equivalents, accounts receivable and accounts payable approximate fair value, without being discounted, due to the short periods during which these amounts are outstanding.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

We are exposed to certain risks related to our ongoing business operations, including market risks related to fluctuation in currency exchange.

1 unchanged sentence

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 $ 81.6 million and $ 3.0 million as of September 30, 2022 and December 31, 2021, respectively.

Foreign exchange contracts not designated as hedging instruments had a notional value of $ 4.9 million and $ 89.7 million as of March 31, 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 $ 13.8 million and $ 0.0 million as of September 30, 2022 and December 31, 2021, respectively.

Such derivative liability amounts are recorded within “Accrued liabilities” on our Condensed Consolidated Balance Sheets and were $ 0.0 million and less than $ 0.1 million as of September 30, 2022 and December 31, 2021, respectively.

Such derivative receivable amounts are recorded within “Other current assets” on our Condensed Consolidated Balance Sheets and were $ 0.1 million and $ 5.9 million as of March 31, 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 March 31, 2023 and December 31, 2022, respectively.

Available-for-sale securities consist of rabbi trust investments that hold marketable securities for the benefit of participants in our Supplemental Executive Retirement Plan.

These investments are measured at fair value using quoted market prices in an active market and are therefore classified within Level 1 of the valuation hierarchy.

The fair value of available-for-sale securities was $ 0.4 million and $ 1.6 million as of September 30, 2022 and December 31, 2021, respectively.

The fair value of available-for-sale securities was $ 0.4 million and $ 0.4 million as of March 31, 2023 and December 31, 2022, respectively.

These investments are included in “Other assets” on our Condensed Consolidated Balance Sheets.

Long-term debt rates currently available to us for debt with similar terms and remaining maturities are used to estimate the fair value for debt issues that are not quoted on an exchange.

The estimated fair value of total debt, measured using Level 2 inputs, was $ 757.8 million and $ 984.9 million as of September 30, 2022 and December 31, 2021, respectively.

The estimated fair value of total debt, measured using Level 2 inputs, was $ 779.0 million and $ 753.1 million as of March 31, 2023 and December 31, 2022, respectively.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 13 - Restructuring

2020 Repositioning - In the second quarter of 2020, we initiated actions in response to the adverse economic impact of COVID-19 and integration actions related to the Cummins-Allison acquisition.

These actions included workforce reductions of approximately 1,200 employees, or about 11 % of our global workforce, and the exiting of two leased office facilities and one leased warehouse facility.

We have completed this program and do not expect to incur additional restructuring charges.

We recorded restructuring gains of $1.1 million and $1.5 million in the three month and nine month periods ended September 30, 2021, respectively.

2022 Repositioning - In the fourth quarter of 2022, in response to economic uncertainty, we initiated modest workforce reductions of approximately 300 employees, or about 3 % of our global workforce.

We expect to complete the program in the first quarter of 2024.

2019 Repositioning - In the fourth quarter of 2019, we initiated actions to consolidate two manufacturing operations in Europe within our Process Flow Technologies segment.

2 unchanged sentences

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

There were no charges recorded in the three month periods ended September 30, 2022 or 2021 related to these actions.

We recorded a charge of $ 0.1 million in the nine months ended September 30, 2021 related to these actions.

2017 Repositioning - In the fourth quarter of 2017, we initiated broad-based repositioning actions designed to improve profitability.

These actions included headcount reductions of approximately 300 employees, or about 3 % of our global workforce, and select facility consolidations in North America and Europe.

In 2020, we adjusted the estimate downward to reflect the impact of employees that chose to voluntarily terminate prior to receiving severance at the conclusion of the actions in North America.

In 2021, we recorded a gain on sale of real estate related to these actions.

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

There were no charges recorded in the three month periods ended September 30, 2022 or 2021 related to these actions.

We recorded a gain of $ 12.9 million in the nine months ended September 30, 2021 related to these actions.

Restructuring (gains) charges, net

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

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

(in millions) 2022 2021 2022 2021

Process Flow Technologies $ — $ — — ( 12.6 )

Payment & Merchandising Technologies — ( 1.1 ) — ( 1.7 )

Total restructuring (gains) charges, net $ — $ ( 1.1 ) $ — $ ( 14.3 )

The following table summarizes our restructuring gains, net by program, cost type and segment for the nine months ended September 30, 2022 and 2021:

Nine Months Ended September 30,2022 Nine Months Ended September 30,2021

(in millions) Severance Other Total Severance Other Total

Payment & Merchandising Technologies $ — $ — $ — $ ( 0.7 ) $ ( 0.8 ) $ ( 1.5 )

2020 Repositioning $ — $ — $ — $ ( 0.7 ) $ ( 0.8 ) $ ( 1.5 )

Process Flow Technologies $ — $ — $ — $ 0.1 $ — $ 0.1

2019 Repositioning $ — $ — $ — $ 0.1 $ — $ 0.1

Process Flow Technologies 1

$ — $ — $ — $ — $ ( 12.7 ) $ ( 12.7 )

Payment & Merchandising Technologies — — — ( 0.2 ) — ( 0.2 )

2017 Repositioning $ — $ — $ — $ ( 0.2 ) $ ( 12.7 ) $ ( 12.9 )

Total $ — $ — $ — $ ( 0.8 ) $ ( 13.5 ) $ ( 14.3 )

1 Reflects a pre-tax gain related to the sale of real estate in 2021.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The following table summarizes the cumulative restructuring costs, net incurred through September 30, 2022.

We do not expect to incur additional facility consolidation costs to complete these actions as of September 30, 2022.

The following table summarizes the cumulative restructuring costs, net incurred through March 31, 2023.

As of March 31, 2023, we do not expect to incur additional facility consolidation costs to complete these actions.

Cumulative Restructuring Costs, Net

3 unchanged sentences

Payment & Merchandising Technologies 5.7 0.5 6.2

2020 Repositioning $ 26.0 $ 1.8 $ 27.8

Process Flow Technologies $ 16.1 $ — $ 16.1

Engineered Materials 0.4 — 0.4

2022 Repositioning $ 13.9 $ 0.5 $ 14.4

Aerospace & Electronics $ 1.3 $ ( 1.4 ) $ ( 0.1 )

Process Flow Technologies $ 14.9 $ ( 2.8 ) $ 12.1

Payment & Merchandising Technologies 11.5 0.7 12.2

2019 Repositioning $ 14.9 $ ( 2.8 ) $ 12.1

5 unchanged sentences

Utilization ( 4.1 ) ( 1.0 ) ( 5.1 )

Balance as of September 30, 2022 (a)

Balance as of March 31, 2023 (a)

$ 10.1 $ 1.4 $ 11.5

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

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 14- Subsequent Event

Dividend from Crane Company

Prior to the consummation of the Separation, the Board of Directors of Crane Company declared a one-time cash dividend in the amount of $ 275 million to Crane Holdings, Co., its sole stockholder at that time, and paid such dividend on April 3, 2023, prior to the consummation of the Separation.

The Separation and Distribution

On April 3, 2023, the Separation was completed.

In connection with the Separation, Crane Holdings, Co., which was renamed “Crane NXT, Co.,” and Crane Company entered into various agreements to effect the Separation and provide a framework for their relationship after the Separation, including a separation and distribution agreement, a transition services agreement, an employee matters agreement, a tax matters agreement and an intellectual property matters agreement.

These agreements provide for the allocation between Crane NXT, Co.

and Crane Company of assets, employees, liabilities and obligations (including property and employee benefits and tax-related assets and liabilities) attributable to periods prior to, at, and after the consummation of the Separation and govern certain relationships between Crane NXT, Co.

and Crane Company after the Separation.

4.45% Senior Notes due 2023

On April 4, 2023, the Company redeemed all of its outstanding 4.45 % senior notes due 2023, of which $ 300 million aggregate principal amount was outstanding upon redemption.

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