Crane NXT, Co. 10-K

Item 8. Financial Statements and Supplementary Data MANAGEMENT’S RESPONSIBILITY FOR FINANCIAL REPORTING The accompanying consolidated and combined financial statements of Crane NXT, Co. and subsidiaries have been prepared by management in conformity with accounting principles generally accepted in the United States of America and, in the judgment of management, present fairly and consistently the Company’s financial position and results of operations and cash flows. These statements by necessity include amounts that are based on management’s best estimates and judgments and give due consideration to materiality. Management is responsible for establishing and maintaining adequate internal control over financial reporting. The Company’s internal control system was designed to provide reasonable assurance to the Company’s management and Board of Directors regarding the preparation and fair presentation of published financial statements. All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, 2023. In making its assessment, management has utilized the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in its Internal Control—Integrated Framework, released in 2013. Based on our assessment we believe that, as of December 31, 2023, the Company’s internal control over financial reporting is effective based on those criteria. Deloitte & Touche LLP, the independent registered public accounting firm that also audited the Company’s consolidated and combined financial statements included in this Annual Report on Form 10-K, audited the internal control over financial reporting as of December 31, 2023, and issued their related attestation report which is included herein. /s/ Aaron Saak Aaron Saak President and Chief Executive Officer (Principal Executive Officer) /s/ Christina Cristiano Christina Cristiano Senior Vice President and Chief Financial Officer (Principal Financial Officer) The Section 302 certifications of the Company’s Chief Executive Officer and its Chief Financial Officer have been filed as Exhibit 31 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023. 35 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and the Board of Directors of Crane NXT, Co. Opinion on the Financial Statements We have audited the accompanying consolidated and combined balance sheets of Crane NXT, Co. and subsidiaries (the "Company") as of December 31, 2023, and 2022, the related consolidated and combined statements of operations, comprehensive income, cash flows, and changes in equity, for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023, and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 22, 2024, expressed an unqualified opinion on the Company's internal control over financial reporting. Basis for Opinion These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Emphasis of Matter As described in Note 1 and Note 2 to the financial statements, the financial statements have been prepared on a stand-alone basis and prior to April 3, 2023 are derived from the consolidated financial statements and accounting records of Crane Holdings, Co. (“Holdings”). Prior to April 3, 2023, the financial statements include expense allocations for certain corporate functions and services historically provided by Holdings. These allocated costs could differ from the actual expense that would have been incurred had the Company operated as an independent, publicly traded company for the periods presented. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. Revenue Recognition – Over Time Basis — Refer to Note 1 to the financial statements Critical Audit Matter Description The Company recognizes revenue as they fulfill their performance obligations and transfer control of products to their customers. The Company has certain revenue contracts with the U.S. government. The clauses of those contracts stipulate that any amounts included in work-in-progress are the property of the U.S. government as they own any work-in progress as the contracted product is being built. The Company uses the cost-to-cost method of determining their progress, measuring 36 progress by comparing costs incurred to date to the total estimated costs to provide the performance obligation. In 2023, the Company recognized approximately $211 million in revenue over time related to products. We identified revenue recognized over time as a critical audit matter because of the judgments necessary for management to determine the estimated margin used to recognize over time revenue. This required a high degree of auditor judgment when performing audit procedures to audit management’s estimated margin at completion and evaluating the results of those procedures. How the Critical Audit Matter Was Addressed in the Audit Our audit procedures performed related to the recognition of revenue recognized over time included the following, among others: • We tested the effectiveness of controls related to the revenue recognized over time, including management’s controls over costs incurred to date and estimates of margin at completion, as well as the accurate classification of contracts in the system during the order entry process. • We selected a sample of revenue transactions that were recognized over time and performed the following: • Evaluated whether the contracts were properly included in management’s calculation of over time revenue based on the terms and conditions of each contract, including whether continuous transfer of control to the customer occurred as progress was made toward fulfilling the performance obligation. • Evaluated the appropriateness and consistency of the methods of calculation and assumptions used by management to develop the margin at completion applied to determine the revenue recognized. • We tested the mathematical accuracy and completeness of management’s calculation of revenue recognized. • We observed the Company’s physical inventory counts to test the existence of inventory related to the U.S. government. • We evaluated management’s ability to estimate future costs and margins at completion accurately by comparing actual costs and margins at completion for similar contracts that were previously completed to management’s historical estimates for such contracts. /s/ Deloitte & Touche LLP Stamford, Connecticut February 22, 2024 We have served as the Company's auditor since 2022. 37 CRANE NXT, CO. AND SUBSIDIARIES CONSOLIDATED AND COMBINED STATEMENTS OF OPERATIONS For the Years Ended December 31, (in millions, except per share data) 2023 2022 2021 Net sales $ 1,391.3 $ 1,339.9 $ 1,345.1 Operating costs and expenses: Cost of sales 737.2 713.7 746.2 Selling, general and administrative 366.8 318.7 323.4 Restructuring charges (gains), net 0.5 6.2 ( 3.7 ) Operating profit 286.8 301.3 279.2 Other income (expense): Interest income 1.1 0.2 0.1 Interest expense ( 48.1 ) ( 41.9 ) ( 41.8 ) Related party interest expense ( 2.5 ) ( 14.4 ) ( 16.1 ) Miscellaneous income, net 2.5 3.1 4.7 Total other expense, net ( 47.0 ) ( 53.0 ) ( 53.1 ) Income before income taxes 239.8 248.3 226.1 Provision for income taxes 51.5 43.4 48.1 Net income attributable to common shareholders $ 188.3 $ 204.9 $ 178.0 Earnings per share: Basic $ 3.31 $ 3.61 $ 3.14 Diluted $ 3.28 $ 3.61 $ 3.14 Average shares outstanding: Basic 56.8 56.7 56.7 Diluted 57.5 56.7 56.7 See Notes to Consolidated and Combined Financial Statements. 38 CRANE NXT, CO. AND SUBSIDIARIES CONSOLIDATED AND COMBINED STATEMENTS OF COMPREHENSIVE INCOME For the Years Ended December 31, (in millions) 2023 2022 2021 Net income $ 188.3 $ 204.9 $ 178.0 Components of other comprehensive income (loss), net of tax Currency translation adjustment 18.1 ( 69.2 ) ( 46.1 ) Changes in pension and postretirement plan assets and benefit obligation, net of tax ( 5.2 ) 10.0 7.3 Other comprehensive income (loss), net of tax 12.9 ( 59.2 ) ( 38.8 ) Comprehensive income attributable to common shareholders $ 201.2 $ 145.7 $ 139.2 See Notes to Consolidated and Combined Financial Statements. 39 CRANE NXT, CO. AND SUBSIDIARIES CONSOLIDATED AND COMBINED BALANCE SHEETS Balance as of December 31, (in millions, except shares and per share data) 2023 2022 Assets Current assets: Cash and cash equivalents $ 227.2 $ 230.7 Accounts receivable, net 214.9 205.1 Inventories, net 157.1 145.6 Other current assets 45.2 41.9 Total current assets 644.4 623.3 Property, plant and equipment, net 261.2 261.6 Long-term deferred tax assets 2.7 6.3 Intangible assets, net 308.9 344.9 Goodwill 841.2 836.6 Other assets 71.0 56.7 Total assets $ 2,129.4 $ 2,129.4 Liabilities and equity Current liabilities: Short-term borrowings $ 4.6 $ 299.7 Accounts payable 106.5 109.6 Accrued liabilities 210.5 204.2 U.S. and foreign taxes on income 12.8 17.9 Total current liabilities 334.4 631.4 Long-term debt 640.3 545.1 Accrued pension and postretirement benefits 22.5 21.1 Long-term deferred tax liability 104.5 109.5 Other liabilities 63.7 38.5 Total liabilities 1,165.4 1,345.6 Commitments and contingencies (Note 12) Equity: Preferred shares, par value 0.01 ; 5,000,000 shares authorized — — Common shares, par value $ 1.00 ; 200,000,000 shares authorized; 72,441,647 shares issued; 56,897,457 shares outstanding as of December 31, 2023 72.4 — Capital surplus 1,728.1 — Retained earnings 120.9 — Crane net investment — 915.3 Accumulated other comprehensive loss ( 118.6 ) ( 131.5 ) Treasury stock; 15,544,190 treasury shares as of December 31, 2023 ( 838.8 ) — Total equity 964.0 783.8 Total liabilities and equity $ 2,129.4 $ 2,129.4 See Notes to Consolidated and Combined Financial Statements. 40 CRANE NXT, CO. AND SUBSIDIARIES CONSOLIDATED AND COMBINED STATEMENTS OF CASH FLOWS For the Years Ended December 31, (in millions) 2023 2022 2021 Operating activities: Net income attributable to common shareholders $ 188.3 $ 204.9 $ 178.0 Adjustments to reconcile net income to net cash flows provided by operating activities: Non-cash restructuring gains — — ( 3.7 ) Depreciation and amortization 77.6 78.7 81.8 Stock-based compensation expense 10.3 9.3 8.6 Defined benefit plans and postretirement credit ( 1.1 ) ( 0.3 ) ( 1.2 ) Deferred income taxes 7.6 ( 28.4 ) 8.2 Cash provided by operating working capital — 39.3 6.1 Other ( 6.4 ) 2.5 ( 0.8 ) Total provided by operating activities $ 276.3 $ 306.0 $ 277.0 Investing activities: Proceeds from disposition of property $ — $ — $ 2.8 Capital expenditures ( 31.1 ) ( 21.3 ) ( 18.6 ) Total used for investing activities $ ( 31.1 ) $ ( 21.3 ) $ ( 15.8 ) Financing activities: Dividends paid $ ( 23.7 ) $ — $ — Stock options exercised, net of shares reacquired 4.4 — — Debt issuance costs ( 5.7 ) — — Repayment of long-term debt ( 300.0 ) — — Proceeds from revolving credit facility 20.0 — — Repayment of revolving credit facility ( 20.0 ) — — Proceeds from term loan 350.0 — — Repayment of term loan ( 245.0 ) — — Net transfers to Crane ( 32.5 ) ( 135.0 ) ( 298.1 ) Total used for financing activities $ ( 252.5 ) $ ( 135.0 ) $ ( 298.1 ) Effect of exchange rates on cash and cash equivalents 3.8 ( 20.2 ) ( 7.0 ) (Decrease) increase in cash and cash equivalents ( 3.5 ) 129.5 ( 43.9 ) Cash and cash equivalents at beginning of period 230.7 101.2 145.1 Cash and cash equivalents at end of period $ 227.2 $ 230.7 $ 101.2 Detail of cash provided by operating working capital Accounts receivable $ ( 6.3 ) $ 0.3 $ ( 22.2 ) Inventories ( 1.0 ) ( 12.7 ) 9.3 Other current assets — ( 0.6 ) ( 14.7 ) Accounts payable ( 6.8 ) 13.9 21.9 Accrued liabilities ( 2.5 ) 34.4 ( 3.6 ) U.S. and foreign taxes on income 16.6 4.0 15.4 Total $ — $ 39.3 $ 6.1 Supplemental disclosure of cash flow information: Interest paid $ 45.1 $ 41.2 $ 41.2 Income taxes paid $ 46.0 $ 63.5 $ 25.3 Unpaid capital expenditures $ 7.1 $ 3.1 $ 3.8 See Notes to Consolidated and Combined Financial Statements. 41 CRANE NXT, CO. AND SUBSIDIARIES CONSOLIDATED AND COMBINED STATEMENTS OF CHANGES IN EQUITY (in millions, except share data) Common Shares Issued at Par Value Capital Surplus Retained Earnings Accumulated Other Comprehensive Loss Treasury Stock Crane Net Investment Total Equity BALANCE DECEMBER 31, 2020 $ — $ — $ — $ ( 33.5 ) $ — $ 947.6 $ 914.1 Net income — — — — — 178.0 178.0 Net transfers to Crane — — — — — ( 298.1 ) ( 298.1 ) Stock-based compensation — — — — — 8.6 8.6 Changes in pension and postretirement plan assets and benefit obligation, net of tax — — — 7.3 — — 7.3 Currency translation adjustment — — — ( 46.1 ) — — ( 46.1 ) BALANCE DECEMBER 31, 2021 $ — $ — $ — $ ( 72.3 ) $ — $ 836.1 $ 763.8 Net income — — — — — 204.9 204.9 Net transfers to Crane — — — — — ( 135.0 ) ( 135.0 ) Stock-based compensation — — — — — 9.3 9.3 Changes in pension and postretirement plan assets and benefit obligation, net of tax — — — 10.0 — — 10.0 Currency translation adjustment — — — ( 69.2 ) — — ( 69.2 ) BALANCE DECEMBER 31, 2022 $ — $ — $ — $ ( 131.5 ) $ — $ 915.3 $ 783.8 Net income — — 144.6 — — 43.7 188.3 Cash dividends ($ 0.42 per share) — — ( 23.7 ) — — — ( 23.7 ) Dividend from Crane — — — — — 275.0 275.0 Net transfers to Crane — — — — — ( 285.2 ) ( 285.2 ) Reclassification of Crane Net Investment to Common Stock, Treasury Stock and Capital Surplus 72.4 1,726.8 — — ( 848.1 ) ( 951.1 ) — Exercise of stock options, net of shares reacquired of 158,132 shares — — — — 5.0 — 5.0 Stock-based compensation — 6.5 — — — 2.3 8.8 Stock-based compensation reclassification a — ( 0.3 ) — — — — ( 0.3 ) Impact from settlement of share-based awards, net of shares acquired — ( 4.9 ) — — 4.3 — ( 0.6 ) Changes in pension and postretirement plan assets and benefit obligation, net of tax — — — ( 5.2 ) — — ( 5.2 ) Currency translation adjustment — — — 18.1 — — 18.1 BALANCE DECEMBER 31, 2023 $ 72.4 $ 1,728.1 $ 120.9 $ ( 118.6 ) $ ( 838.8 ) $ — $ 964.0 (a) Reclassification of stock-based compensation due to modification resulting from equity award conversions. See Note 7, “Stock-Based Compensation Plans” for additional information. See Notes to Consolidated and Combined Financial Statements. 42 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS Note 1 – Nature of Operations and Significant Accounting Policies Nature of Operations Crane NXT, Co. is a leading provider of trusted technology solutions to secure, detect, and authenticate our customers’ most valuable assets. We are comprised of two reporting segments: Crane Payment Innovations (“CPI”) and Crane Currency. Our primary end markets include central banks and a wide range of consumer related end markets including retail and gaming. See Note 3, “Segment Results” for the relative size of these segments in relation to the total company (both net sales and total assets). References herein to “Crane NXT,” “we,” “us” and “our” refer to Crane NXT, Co. and its subsidiaries, including when Crane NXT, Co. was named “Crane Holdings, Co.” unless the context implies otherwise. References to the “Business” refer to our business, including prior to the Separation (as defined below) when it was a business of Crane Holdings, Co. References herein to “Holdings” refer to Crane Holdings, Co. and its subsidiaries prior to the consummation of the Separation unless the context implies otherwise. Separation On April 3, 2023, Holdings was separated (the “Separation”) into two independent, publicly-traded companies, Crane NXT, Co. and Crane Company (“SpinCo”) through a pro-rata distribution (the “Distribution”) of all the issued and outstanding common stock of SpinCo to the stockholders of Holdings. As part of the Separation, the Aerospace & Electronics, Process Flow Technologies and Engineered Materials businesses of Holdings were spun off to SpinCo. Also, as part of the Separation, Holdings retained the Payment and Merchandising Technologies business and was renamed “Crane NXT, Co.” on April 3, 2023. Following the consummation of the Separation, our common stock is listed under the symbol “CXT” on the New York Stock Exchange. Due to SpinCo’s larger operations, greater tangible assets, greater fair value and greater net sales, in each case, relative to ours, among other factors, SpinCo was considered to be the “accounting spinnor” and therefore is the “accounting successor” to Holdings for accounting purposes, notwithstanding the legal form of the Separation. Therefore, following the Separation, our historical financial statements are comprised solely of combined carve-out financial statements representing only our operations, assets, liabilities and equity on a stand-alone basis derived from the consolidated financial statements and accounting records of Holdings. In connection with the Separation, we entered into a $ 350 million, three-year term loan facility, and, on April 3, 2023, prior to the Separation, SpinCo paid a one-time cash dividend in the amount of $ 275 million to Hol dings. See Note 13, “Fi nancing” and Note 2, “Related Parties" for additional information. In addition, Holdings transferred $ 84 million of cash to us as part of the Separation. As a result of the Separation, net assets of $ 382.9 million were contributed to the Business and recorded on the Consolidated and Combined Statements of Changes in Equity through “Crane Net Investment.” Separation Agreements On April 3, 2023, we entered into definitive agreements with SpinCo in connection with the Separation. The agreements set forth the terms and conditions of the Separation and provide a framework for Crane NXT’s relationship with SpinCo following the Separation, including the allocation between Crane NXT and SpinCo of Crane NXT’s and SpinCo’s assets, liabilities and obligations attributable to periods prior to, at and after the Separation. These agreements include the Separation and Distribution Agreement, which contains certain key provisions related to the Separation, as well as a Transition Services Agreement, a Tax Matters Agreement, an Employee Matters Agreement and an Intellectual Property Matters Agreement (each, as described below). Separation and Distribution Agreement The Separation and Distribution Agreement sets forth, among other things, the agreements between us and SpinCo regarding the principal transactions necessary to effect the Separation. It also sets forth other agreements that govern certain aspects of our ongoing relationship with SpinCo after the completion of the Separation. Transition Services Agreement The Transition Services Agreement provides for the transition of Holdings into two independent, publicly-traded companies following the consummation of the Separation, and provides each party time to replace certain assets and employees that have been allocated to the other party. Under the Transition Services Agreement, we agreed with SpinCo to provide transition service support to the other for various periods of time of up to 18 months in the areas of finance, tax, human resources, legal and information technology. Such services are provided on customary commercial terms, and each such service can be terminated 43 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS prior to the expected termination date of such service if it is no longer required. The Transition Services Agreement was negotiated in the context of a parent-subsidiary relationship and in the context of the Separation. Transactions under this agreement did not have a material impact to our financial statements and services were substantially completed as of December 31, 2023. Tax Matters Agreement The Tax Matters Agreement, among other things, governs our and SpinCo’s respective rights, responsibilities and obligations after the Separation with respect to tax liabilities and benefits (including any taxes imposed that are attributable to the failure of the Distribution and certain related transactions to qualify as a transaction that is tax-free for U.S. federal income tax purposes), tax attributes, the preparation and filing of tax returns, the control of audits and other tax proceedings and other matters regarding taxes. Although enforceable as between the parties, the Tax Matters Agreement will not be binding on the Internal Revenue Service or other tax authorities. Employee Matters Agreement The Employee Matters Agreement, among other things, governs Crane NXT’s, SpinCo’s and their respective subsidiaries’ rights, responsibilities and obligations after the Separation with respect to the following matters: (i) employees and former employees (and their respective dependents and beneficiaries) who are or were employed with Crane NXT, SpinCo or their respective subsidiaries, (ii) the allocation of assets and liabilities generally relating to employees, employment or service-related matters and employee benefit plans, (iii) employee compensation plans and director compensation plans, including equity plans, and (iv) other human resources, employment and employee benefits matters. Intellectual Property Matters Agreement The Intellectual Property Matters Agreement, among other things, governs the continued ownership and use by Crane NXT and SpinCo of their respective trademarks and trade names that include or are comprised of the term “Crane” in their respective businesses. Significant Accounting Policies Accounting Principles. Our Consolidated and Combined Financial Statements are prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and, therefore, reflect all adjustments which are, in the opinion of management, necessary for a fair statement of the results for the years presented. All such adjustments are of a normal recurring nature. The Consolidated and Combined Financial Statements include the accounts of Crane NXT, Co. and our subsidiaries. Basis of presentation. The Business' financial statements for periods prior to the Separation are prepared on a "carve-out" basis, as described below. Prior to the Separation, the Business operated as Holdings’ Payment & Merchandising Technologies (“P&MT”) segment; consequently, stand-alone financial statements for periods prior to the Separation were not prepared for the Business. The Consolidated and Combined Financial Statements of Operations include all revenues and costs directly attributable to the Business, including costs for facilities, functions and services used by the Business. Prior to the Separation, costs for certain functions and services performed by centralized Holdings organizations were directly charged to the Business based on specific identification when possible or reasonable allocation methods such as net sales, headcount, usage or other allocation methods. The results of operations include allocations of costs for administrative functions and services performed on behalf of the Business by centralized groups within Holdings (see Note 2, “Related Parties” for a description of the allocation methodologies). All charges and allocations for facilities, functions and services performed by Holdings have been deemed settled in cash by the Business to Holdings in the period in which the cost was recorded in the Consolidated and Combined Statements of Operations. As more fully described in Note 9, “Income Taxes”, current and deferred income taxes have been determined based on the stand-alone results of the Business. However, because the Business filed group tax returns as part of Holdings in certain jurisdictions, the Business’ actual tax balances may differ from those reported. The Business’ portion of income taxes for certain jurisdictions is deemed to have been settled in the period the related tax expense was recorded. Prior to the Separation, Holdings used a centralized approach to cash management and financing its operations. Accordingly, none of the cash of Holdings has been allocated to the Business in the Consolidated and Combined Financial Statements. However, cash balances primarily associated with certain of our foreign entities that did not participate in Holdings’ cash management program have been included in the Consolidated and Combined Financial Statements. Transactions between Holdings and the Business are deemed to have been settled immediately through “Crane Net Investment.” The net effect of the deemed settled transactions is reflected in the Consolidated and Combined Statements of Cash Flows as “Net transfers to Crane” within financing activities and in the Consolidated and Combined Balance Sheets as “Crane Net Investment.” Other 44 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS transactions, which have historically been cash-settled, are reflected in the Consolidated and Combined Balance Sheets within “Accounts receivable, net” and “Accounts payable.” All intercompany accounts and transactions within the Business have been eliminated in the preparation of the Consolidated and Combined Financial Statements. The Consolidated and Combined Financial Statements of the Business include assets and liabilities that have been determined to be specifically identifiable or otherwise attributable to the Business. All allocations and estimates in the Consolidated and Combined Financial Statements are based on assumptions that management believes are reasonable. However, for the periods prior to the Separation, the Consolidated and Combined Financial Statements included herein may not be indicative of the financial position, results of operations and cash flows of the Business in the future, or if the Business had been a separate, stand-alone entity during the periods presented. 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. Use of Estimates. Our accounting principles require management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expense during the reporting period. Actual results may differ from those estimated. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the financial statements in the period in which they are determined to be necessary. Estimates are used when accounting for such items as asset valuations, allowance for doubtful accounts, depreciation and amortization, impairment assessments, reserve for excess and obsolete inventory, reserve for warranty provision, restructuring provisions, employee benefits, taxes and contingencies. Currency Translation. Assets and liabilities of subsidiaries that prepare financial statements in currencies other than the U.S. dollar are translated at the rate of exchange in effect on the balance sheet date; results of operations are translated at the monthly average rates of exchange prevailing during the year. The related translation adjustments are included in accumulated other comprehensive loss in a separate component of equity. Revenue Recognition. In accordance with Accounting Standards Codification (“ASC”) Topic 606 “Revenue from Contracts with Customers,” we recognize revenue when control of the promised goods or services in a contract transfers to the customer, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. We account for a contract when both parties have approved and committed to the terms, each party’s rights and payment obligations under the contract are identifiable, the contract has commercial substance, and it is probable that we will collect substantially all of the consideration. When shipping and handling activities are performed after the customer obtains control of product, we elect to account for shipping and handling as activities to fulfill the promise to transfer the product. In determining the transaction price of a contract, we exercise judgment to determine the total transaction price when it includes estimates of variable consideration, such as rebates and milestone payments. We generally estimate variable consideration using the expected value method and consider all available information (historical, current, and forecasted) in estimating these amounts. Variable consideration is only included in the transaction price to the extent that it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. We elect to exclude from the transaction price all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction and collected by us from a customer. We primarily generate revenue through the manufacture and sale of technology solutions including advanced detection and sensing systems, software to authenticate and manage transactions and micro-optics materials technology. Each product within a contract generally represents a separate performance obligation, as we do not provide a significant service of integrating or installing the products, the products do not customize each other, and the products can function independently of each other. Control of products generally transfers to the customer at a point in time, as the customer does not control the products as they are manufactured. We exercise judgment and consider the timing of right to payment, transfer of risk and rewards, transfer of title, transfer of physical possession, and customer acceptance when determining when control transfers to the customer. As a result, revenue from the sale of products is generally recognized at a point in time - either upon shipment or delivery - based on the specific shipping terms in the contract. When products are customized or products are sold directly to the U.S. government, revenue is recognized over time because control is transferred continuously to customers, as the contract progresses. We exercise judgment to determine whether the products have an alternative use to us. When an alternative use does not exist for these products and we are entitled to payment for performance completed to date which includes a reasonable profit margin, revenue is recognized over time. When a contract with the U.S. government contains clauses indicating that the U.S. government owns any work-in-progress as the contracted product is being built, revenue is recognized over time. The measure of progress applied by us is the cost-to-cost method as this provides the most faithful depiction of the pattern of transfer of control. Under this method, we measure progress by comparing costs incurred to date to the total estimated costs to provide the performance obligation. This method effectively reflects our progress toward completion, as this methodology includes any work-in-process amounts as part of the measure of progress. Costs incurred represent work performed, which corresponds 45 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS with, and thereby depicts, the transfer of control to the customer. Total revenue recognized and cost estimates are updated on a monthly basis. In 2023, the Company recognized approximately $ 211 million in revenue over time related to products. When there are multiple performance obligations in a single contract, the total transaction price is allocated to each performance obligation based on their relative standalone selling prices. We maximize the use of observable data inputs and consider all information (including market conditions, segment-specific factors, and information about the customer or class of customer) that is reasonably available. The standalone selling price for our products and services is generally determined using an observable list price, which differs by class of customer. Revenue recognized from performance obligations satisfied in previous periods (for example, due to changes in the transaction price or estimates), was not material in any period. Payment for most products is due within a limited time period after shipment or delivery, typically within 30-90 calendar days of the respective invoice dates. Customers generally do not make large upfront payments. Any advanced payments received do not provide us with a significant benefit of financing, as the payments are meant to secure materials used to fulfill the contract, as opposed to providing us with a significant financing benefit. When an unconditional right to consideration exists, we record these amounts as receivables. When amounts are dependent on factors other than the passage of time in order for payment from a customer to become due, we record a contract asset. Contract assets represent unbilled amounts that typically arise from contracts for customized products or contracts for products sold directly to the U.S. government. Contract assets are assessed for impairment and recorded at their net realizable value. Contract liabilities represent advance payments from customers. Revenue related to contract liabilities is recognized when control is transferred to the customer. We pay sales commissions related to certain contracts, which qualify as incremental costs of obtaining a contract. However, the sales commissions generally relate to contracts for products or services satisfied at a point in time or over a period of time less than one year. As a result, we apply the practical expedient that allows an entity to recognize incremental costs of obtaining a contract as an expense when incurred if the amortization period of the asset that would have been recognized is one year or less. See Note 4, “Revenue” for further details. Cost of Sales. Cost of sales includes the costs of inventory sold and the related purchase and distribution costs. In addition to material, labor and direct overhead and inventoried cost, cost of sales includes allocations of other expenses that are part of the production process, such as inbound freight charges, purchasing and receiving costs, inspection costs, warehousing costs, amortization of production related intangible assets and depreciation expense. We also include costs directly associated with products sold, such as warranty provisions. Selling, General and Administrative Expenses. Selling, general and administrative expenses are recognized as incurred, or as allocated based on methodologies further discussed in Note 2, “Related Parties.” Such expenses include the costs of promoting and selling products and include such items as compensation, advertising, sales commissions and travel. Also included are costs related to compensation for other operating activities such as executive office administrative and engineering functions, as well as general operating expenses such as office supplies, non-income taxes, insurance and office equipment rentals. Income Taxes. We account for income taxes in accordance with ASC Topic 740 “Income Taxes” (“ASC 740”) which requires an asset and liability approach for the financial accounting and reporting of income taxes. Under this method, deferred income taxes are recognized for the expected future tax consequences of differences between the tax bases of assets and liabilities and their reported amounts in the financial statements. These balances are measured using the enacted tax rates expected to apply in the year(s) in which these temporary differences are expected to reverse. The effect of a change in tax rates on deferred income taxes is recognized in income in the period when the change is enacted. Based on consideration of all available evidence regarding their utilization, we record net deferred tax assets to the extent that it is more likely than not that they will be realized. Where, based on the weight of all available evidence, it is more likely than not that some amount of a deferred tax asset will not be realized, we establish a valuation allowance for the amount that, in management's judgment, is sufficient to reduce the deferred tax asset to an amount that is more likely than not to be realized. The evidence we consider in reaching such conclusions includes, but is not limited to, (1) future reversals of existing taxable temporary differences, (2) future taxable income exclusive of reversing taxable temporary differences, (3) taxable income in prior carryback year(s) if carryback is permitted under the tax law, (4) cumulative losses in recent years, (5) a history of tax losses or credit carryforwards expiring unused, (6) a carryback or carryforward period that is so brief it limits realization of tax benefits, and (7) a strong earnings history exclusive of the loss that created the carryforward and support showing that the loss is an aberration rather than a continuing condition. 46 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS We account for unrecognized tax benefits in accordance with ASC 740, which prescribes a minimum probability threshold that a tax position must meet before a financial statement benefit is recognized. The minimum threshold is defined as a tax position that is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation, based solely on the technical merits of the position. The tax benefit recognized is the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement. We recognize interest and penalties related to unrecognized tax benefits within the provision for income taxes line of our Consolidated and Combined Statements of Operations, while accrued interest and penalties are included within the related tax liability line of our Consolidated and Combined Balance Sheets. Income taxes as presented herein, for periods prior to the Separation, attribute current and deferred income taxes of Holdings to the Business’ stand-alone financial statements in a manner that is systematic, rational and consistent with the asset and liability method prescribed by ASC 740. Accordingly, the Business’ income tax provision was prepared following the separate return method. The separate return method applies ASC 740 to the stand-alone financial statements of each member of the consolidated group as if the group members were separate taxpayers. As a result, actual transactions included in the consolidated financial statements of Holdings may not be included in the separate Consolidated and Combined Financial Statements of the Business. Similarly, the tax treatment of certain items reflected in the Consolidated and Combined Financial Statements of the Business may not be reflected in the consolidated financial statements and tax returns of Holdings. Therefore, such items as net operating losses, credit carry forwards and valuation allowances may exist in the stand-alone financial statements that may or may not exist in Holdings’ consolidated financial statements. As such, the income taxes of the Business as presented in the Consolidated and Combined Financial Statements may not be indicative of the income taxes that the Business will generate in the future. Current obligations for income taxes in jurisdictions where the Business files a combined tax return with Holdings are deemed settled with Holdings and are reflected within “Net transfers to Crane” as a financing activity in the Consolidated and Combined Statements of Cash Flows. Research and Development. We conduct research and development activities for the purpose of developing new products and enhancing existing products. Research and development costs are expensed as incurred. See Note 5, “Research and Development” for further details. Stock-Based Compensation. We provide long-term incentive compensation through stock options, restricted share units, performance-based restricted share units and deferred stock units. Prior to the Separation, Crane NXT employees and directors participated in Holdings’ equity incentive plans and received equity awards under those plans in respect of Holdings common shares. As a result of the Separation, all outstanding stock-based compensation awards of Holdings were exchanged for similarly valued stock-based compensation awards of either SpinCo, Crane NXT or both. The exchanged awards are subject to the same service vesting requirements as the original awards. The Company recognizes stock-based compensation expense at the grant date based on the fair value of the award and recognizes the fair value on a straight-line basis over the vesting period, or as performance goals are achieved. The Company uses the Black-Scholes option pricing model to estimate the fair value of stock options, with model assumptions including dividend yield, expected volatility, the risk-free interest rate and the expected life of the awards. See Note 7, “Stock-Based Compensation Plans” for further details. 47 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS Earnings Per Share. Our basic earnings per share calculations are based on the weighted average number of common shares outstanding during the year. Potentially dilutive securities include outstanding stock options, restricted share units, deferred stock units and performance-based restricted share units that were issued to Crane NXT and SpinCo employees and directors. The effect of potentially dilutive securities is reflected in diluted earnings per common share by application of the treasury method. Diluted earnings per share gives effect to all potentially dilutive common shares outstanding during the year. On April 3, 2023, 56.7 million shares of our common stock, par value $ 1.00 per share, were distributed to Holdings stockholders of record as of March 23, 2023, as part of the Separation. This share amount is utilized for the calculation of basic and diluted earnings per share for all periods presented prior to the Separation and such shares are treated as issued and outstanding for purposes of calculating historical earnings per share. For periods prior to the Separation, it is assumed that there are no dilutive equity instruments as there were no Crane NXT stock-based awards outstanding prior to the Separation. The weighted average number of common shares outstanding for the year ended December 31, 2023 was based on the weighted average number of common shares after the Separation. (in millions, except per share data) For the year ended December 31, 2023 2022 2021 Net income attributable to common shareholders $ 188.3 $ 204.9 $ 178.0 Average basic shares outstanding 56.8 56.7 56.7 Effect of dilutive share-based awards 0.7 — — Average diluted shares outstanding 57.5 56.7 56.7 Basic earnings per share $ 3.31 $ 3.61 $ 3.14 Diluted earnings per share $ 3.28 $ 3.61 $ 3.14 The computation of diluted earnings per share excludes the effect of the potential exercise of stock options when the average market price of the common stock is lower than the exercise price of the related stock options. During 2023, the number of stock options excluded from the computation was 0.4 million. Cash and Cash Equivalents. Cash and cash equivalents include highly liquid investments with original maturities of three months or less that are readily convertible to cash and are not subject to significant risk from fluctuations in interest rates. As a result, the carrying amount of cash and cash equivalents approximates fair value. The Business participated in Holdings’ centralized cash management and financing programs (see Note 2, “Related Parties” for additional information). The cash reflected on the Consolidated and Combined Balance Sheets represents cash on hand at certain foreign entities that did not participate in the centralized cash management program and are specifically identifiable to the Business. Accounts Receivable, Net. Accounts receivable are carried at net realizable value. The allowance for credit losses was $ 11.8 million and $ 6.1 million as of December 31, 2023 and 2022, respectively. The allowance for credit losses activity was no t material to our financial results for the years ended December 31, 2023 and 2022. Concentrations of credit risk with respect to accounts receivable are limited due to the large number of customers, the nature of our customers, their credit worthiness, their relatively small account balances within the majority of our customer base and their dispersion across different businesses. We periodically evaluate the financial strength of our customers and believe that our credit risk exposure is limited. Inventories, net. Inventories consist of the following: (in millions) December 31, 2023 2022 Finished goods $ 35.6 $ 26.2 Finished parts and subassemblies 22.7 23.0 Work in process 6.4 12.7 Raw materials 92.4 83.7 Total inventories, net $ 157.1 $ 145.6 Inventories, net include the costs of material, labor and overhead and are stated at the lower of cost or net realizable value. The cost for certain inventories in the U.S. is determined using the last-in, first-out (“LIFO”) method and the first-in, first-out (“FIFO”) method is primarily used for all other inventories. The portion of inventories costed using the LIFO method was 12.4 % and 12.2 % of consolidated and combined inventories as of December 31, 2023, and 2022, respectively. If inventories that were valued using the LIFO method had been valued under the FIFO method, they would have been higher by $ 9.5 million and $ 14.8 million as of December 31, 2023 and 2022, respectively. The reserve for excess and obsolete inventory was $ 33.3 million 48 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS and $ 29.0 million as of December 31, 2023 and 2022, respectively. The reserve for excess and obsolete inventory activity was no t material to our financial results for the years ended December 31, 2023 and 2022. Valuation of Long-Lived Assets. We review our long-lived assets for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Recoverability is based upon projections of anticipated future undiscounted cash flows associated with the use and eventual disposal of the long-lived asset (or asset group), as well as specific appraisal in certain instances. Reviews occur at the lowest level for which identifiable cash flows are largely independent of cash flows associated with other long-lived assets or asset groups. If the future undiscounted cash flows are less than the carrying value, then the long-lived asset is considered impaired and a loss is recognized based on the amount by which the carrying amount exceeds the estimated fair value. For the years ended December 31, 2023, 2022 and 2021, there were no impairment charges identified. Property, Plant and Equipment, net. Property, plant and equipment, net consists of the following: (in millions) December 31, 2023 2022 Land $ 34.8 $ 31.0 Buildings and improvements 123.2 117.3 Machinery and equipment 406.1 373.2 Gross property, plant and equipment 564.1 521.5 Less: accumulated depreciation 302.9 259.9 Property, plant and equipment, net $ 261.2 $ 261.6 Property, plant and equipment is stated at cost and depreciation is calculated by the straight-line method over the estimated useful lives of the respective assets, which range from 10 to 25 years for buildings and improvements and 3 to 10 years for machinery and equipment. Depreciation expense was $ 39.6 million, $ 42.2 million and $ 44.1 million for the years ended December 31, 2023, 2022 and 2021, respectively. Goodwill and Other Intangible Assets. Our business acquisitions have typically resulted in the recognition of goodwill and other intangible assets. We follow the provisions under ASC Topic 350, “Intangibles – Goodwill and Other” (“ASC 350”) and assess the carrying value of goodwill annually during the fourth quarter. Impairment testing takes place more often than annually if events or circumstances indicate a change in status that would indicate a potential impairment. We determine the fair value of each reporting unit for our goodwill impairment testing. 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 December 31, 2023, we had two reporting units. The fair value of each reporting unit is determined using a combination of the income approach, using discounted cash flows, and the market approach using comparable public company multiples. Assumptions are reviewed to ensure that the income approach and the market approach do not result in significantly different fair value calculations. Based on the results of our most recent annual impairment test in the fourth quarter of 2023, both reporting unit fair values were significantly higher than their carrying values. No impairment charges have been required during 2023, 2022 or 2021. The determination of discounted cash flows is based on the businesses’ strategic plans and long-range planning forecasts, which change from year to year. The revenue growth rates included in the forecasts represent best estimates based on current and forecasted market conditions. Profit margin assumptions are projected by each reporting unit based on the current cost structure and anticipated net cost increases/reductions. There are inherent uncertainties related to these assumptions, including changes in market conditions, and management judgment is necessary in applying them to the analysis of impairment. The estimated cost of capital used in the discounted cash flow analysis varies for each reporting unit and ranged between 11.0 % and 12.0 % (a weighted average of 11.4 %), at our most recent annual goodwill impairment assessment. 49 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS Changes to goodwill are as follows: (in millions) Crane Payment Innovations Crane Currency Total Balance as of December 31, 2021 $ 645.4 $ 215.2 $ 860.6 Currency translation ( 23.0 ) ( 1.0 ) ( 24.0 ) Balance as of December 31, 2022 $ 622.4 $ 214.2 $ 836.6 Currency translation 4.3 0.3 4.6 Balance as of December 31, 2023 $ 626.7 $ 214.5 $ 841.2 Intangibles with indefinite useful lives, consist of trademarks and tradenames. If the carrying amount of an indefinite lived intangible asset exceeds its fair value, the intangible asset is written down to its fair value. Fair value is calculated using relief from royalty method. We amortize the cost of definite-lived intangibles over their estimated useful lives. In addition to an annual assessment for impairment of indefinite-lived intangible assets, we review all of our definite-lived intangible assets for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. No impairment charges have been required during 2023, 2022 or 2021. As of December 31, 2023, we had $ 308.9 million of net intangible assets, of which $ 45.5 million were intangibles with indefinite useful lives included within intellectual property rights. As of December 31, 2022, we had $ 344.9 million of net intangible assets, of which $ 45.5 million were intangibles with indefinite useful lives included within intellectual property rights. Changes to intangible assets are as follows: (in millions) December 31, 2023 2022 2021 Balance at beginning of period, net of accumulated amortization $ 344.9 $ 388.5 $ 433.3 Amortization expense ( 35.9 ) ( 36.0 ) ( 37.2 ) Currency translation and other ( 0.1 ) ( 7.6 ) ( 7.6 ) Balance at end of period, net of accumulated amortization $ 308.9 $ 344.9 $ 388.5 A summary of intangible assets follows: (in millions) Weighted Average Amortization Period of Finite Lived Assets (in years) December 31, 2023 December 31, 2022 Gross Asset Accumulated Amortization Net Gross Asset Accumulated Amortization Net Intellectual property rights 12.6 $ 62.2 $ 15.0 $ 47.2 $ 62.0 $ 14.0 $ 48.0 Customer relationships and backlog 18.8 504.4 269.5 234.9 502.9 242.0 260.9 Other 10.0 99.8 73.0 26.8 98.7 62.7 36.0 Total 18.0 $ 666.4 $ 357.5 $ 308.9 $ 663.6 $ 318.7 $ 344.9 Future amortization expense associated with intangibles is expected to be: Year (in millions) 2024 $ 36.2 2025 $ 30.6 2026 $ 30.4 2027 $ 29.5 2028 $ 26.6 2029 and after $ 110.1 Crane Net Investment. Holdings’ net investment in the Business is presented as “Crane net investment” on the Consolidated and Combined Balance Sheets. The Consolidated and Combined Statements of Changes in Equity include net cash transfers between Holdings and the Business as well as related party receivables and payables between the Business and other Holdings affiliates. 50 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS Accumulated Other Comprehensive Loss. The tables below provide the accumulated balances for each classification of accumulated other comprehensive loss, as reflected on the Consolidated and Combined Balance Sheets. (in millions) Defined Benefit Pension and Other Postretirement Items Currency Translation Adjustment Total (a) Balance as of December 31, 2020 $ ( 8.3 ) $ ( 25.2 ) $ ( 33.5 ) Other comprehensive income (loss) before reclassifications 7.5 ( 46.1 ) ( 38.6 ) Amounts reclassified from accumulated other comprehensive loss ( 0.2 ) — ( 0.2 ) Net period other comprehensive income (loss) 7.3 ( 46.1 ) ( 38.8 ) Balance as of December 31, 2021 ( 1.0 ) ( 71.3 ) ( 72.3 ) Other comprehensive income (loss) before reclassifications 10.9 ( 69.2 ) ( 58.3 ) Amounts reclassified from accumulated other comprehensive loss ( 0.9 ) — ( 0.9 ) Net period other comprehensive income (loss) 10.0 ( 69.2 ) ( 59.2 ) Balance as of December 31, 2022 9.0 ( 140.5 ) ( 131.5 ) Other comprehensive (loss) income before reclassifications ( 3.2 ) 18.1 14.9 Amounts reclassified from accumulated other comprehensive income (loss) ( 2.0 ) — ( 2.0 ) Net period other comprehensive (loss) income ( 5.2 ) 18.1 12.9 Balance as of December 31, 2023 $ 3.8 $ ( 122.4 ) $ ( 118.6 ) (a) Net of tax (detriment) benefit of $( 1.5 ) million, $( 2.1 ) million and $ 0.8 million for December 31, 2023, 2022, and 2021, respectively. The table below illustrates the amounts reclassified out of each component of accumulated other comprehensive loss for the years ended December 31, 2023, 2022 and 2021. Amortization of pension and postretirement components have been recorded within “Miscellaneous income, net” on the Consolidated and Combined Statements of Operations. (in millions) Amount Reclassified from Accumulated Other Comprehensive Loss December 31, 2023 2022 2021 Amortization of pension items: Prior service costs $ ( 0.7 ) $ ( 0.7 ) $ ( 0.7 ) Net loss — 0.6 1.5 Amortization of postretirement items: Prior service costs ( 1.1 ) ( 1.1 ) ( 1.1 ) Net gain ( 0.7 ) — — Total before tax $ ( 2.5 ) $ ( 1.2 ) $ ( 0.3 ) Tax impact ( 0.5 ) ( 0.3 ) ( 0.1 ) Total reclassifications for the period $ ( 2.0 ) $ ( 0.9 ) $ ( 0.2 ) Recent Accounting Pronouncements In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures which intends to improve reportable segment disclosure requirements. The new standard includes new requirements to disclose significant segment expenses that are regularly provided to the Chief Operating Decision Maker (“CODM”) and included within the reported segment's profit or loss, the amount and composition of any other segment items, the title and position of the CODM, and how the CODM uses the reported segment's profit or loss to assess performance and allocate resources. The standard is effective for all public entities for annual periods beginning after December 15, 2023, and interim periods beginning after December 15, 2024, applied retrospectively with early adoption permitted. The Company is currently evaluating the potential impact of this standard on its Consolidated and Combined Financial Statements and Disclosures. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures which intends to improve the transparency of income tax disclosures. The new standard requires public entities to provide greater disaggregation in their rate reconciliation, including new requirements to present reconciling items on a gross basis within specified categories, to disclose both percentages and dollar amounts, and to disaggregate individual reconciling items by 51 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS jurisdiction and nature when the effect of the items meets a quantitative threshold. The guidance also includes new requirements to provide users of the financial statements with better information on future cash flow prospects. The standard is effective for all public entities for annual periods beginning after December 15, 2024 on a prospective basis, with a retrospective option, and early adoption permitted for annual financial statements that have not yet been issued. The Company is currently evaluating the potential impact of this standard on its Consolidated and Combined Financial Statements and Disclosures. The Company considered the applicability and impact of other 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 Consolidated and Combined Statements of Operations, Balance Sheets and Cash Flows. Note 2 - Related Parties Prior to the Separation, the Business was managed and operated in the normal course of business with other affiliates of Holdings. Accordingly, certain shared costs were allocated to the Business and are reflected as expenses in the Consolidated and Combined Financial Statements. Allocated Centralized Costs The Consolidated and Combined Financial Statements were prepared on a stand-alone basis and were derived from the consolidated financial statements and accounting records of Holdings for the periods prior to the Separation. Prior to the Separation, Holdings incurred corporate costs for services provided to the Business as well as other Holdings businesses. These services included treasury, tax, accounting, human resources, audit, legal, purchasing, information technology and other such services. The costs associated with these services generally included all payroll and benefit costs, as well as overhead costs related to the support functions. Holdings also allocated costs associated with corporate insurance coverage and medical, pension, post-retirement and other health plan costs for employees participating in Holdings sponsored plans. Allocations were based on several utilization measures including headcount, proportionate usage and relative net sales. All such amounts were deemed incurred and settled by the Business in the period in which the costs were recorded. The allocated centralized costs for the Business were $ 13.5 million, $ 31.8 million and $ 28.9 million for the years ended December 31, 2023, 2022 and 2021, respectively. These costs are included in “Selling, general and administrative” in the Consolidated and Combined Statements of Operations. In the opinion of our management, the expense and cost allocations have been determined on a basis considered to be a reasonable reflection of the utilization of services provided to or for the benefit received by the Business during periods prior to the Separation. The amounts that would have been or will be incurred on a stand-alone basis could differ from the amounts allocated due to economies of scale, difference in management judgment, a requirement for more or fewer employees or other factors. Management does not believe, however, that it is practicable to estimate what these expenses would have been had the Business operated as an independent entity, including any expenses associated with obtaining any of these services from unaffiliated entities. In addition, the future results of operations, financial position and cash flows could differ materially from the historical results presented herein. Separation Costs In connection with the Separation, we have incurred transaction related expenses of $ 20.9 million for the year ended December 31, 2023 recorded in “Selling, general and administrative” in the Consolidated and Combined Statements of Operations. Separation costs primarily consist of professional service fees. There were no allocated transaction-related expenses in connection with the Separation for the years ended December 31, 2022 and 2021. Cash Management and Financing. Prior to the Separation, the Business participated in Holdings’ centralized cash management and daily cash sweeps. Disbursements were made through centralized accounts payable systems which were operated by Holdings. Cash receipts were transferred to centralized accounts, which were also maintained by Holdings. As cash was received and disbursed by Holdings, it was accounted for by the Business through “Crane Net Investment.” Historically, Holdings had centrally managed and swept cash for most domestic and certain European entities. However, certain legal entities did not participate in Holdings’ centralized cash management program for a variety of reasons. As such, the Business’ cash that was not included in the centralized cash management and financing programs is classified as “Cash and cash equivalents” on our Consolidated and Combined Balance Sheets. As a result of the Separation, a one-time cash dividend of $ 275 million was issued on April 3, 2023, prior to the Separation, from SpinCo to Holdings, as well as a cash transfer of $ 84 million from Holdings to us. These contributions of net assets are recorded on the Consolidated and Combined Statements of Changes in Equity through “Crane Net Investment.” Accounts Receivable and Payable. Certain related party transactions between the Business and Holdings have been included within “Crane Net Investment” in the Consolidated and Combined Balance Sheets in the historical periods presented when the 52 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS related party transactions were not settled in cash. As of December 31, 2022, “Crane Net Investment” included related party loans receivable due from Holdings and its affiliates of $ 27.2 million, and related party loans payable due to Holdings and its affiliates of $ 232.1 million. We recorded related party interest expense related to the loan activity with Holdings and its affiliates of $ 2.5 million, $ 14.4 million and $ 16.1 million for the years ended December 31, 2023, 2022 and 2021, respectively, which are included in the Business’ results as “Related party interest expense” in the Consolidated and Combined Statements of Operations. The total effect of the settlement of these related party transactions is reflected with “Net transfers to Crane” as a financing activity in the Consolidated and Combined Statements of Cash Flows. Additionally, prior to the Separation, certain transactions between the Business and other Holdings affiliates were cash-settled on a current basis and, therefore, are reflected in Accounts receivable, net and Accounts payable in the Consolidated and Combined Balance Sheets as of December 31, 2022 in the amounts of $ 0.1 million and $ 1.7 million, respectively. After the Separation, SpinCo and its subsidiaries were identified as related parties. As of December 31, 2023, we have net outstanding receivables with SpinCo and its subsidiaries of $ 0.3 million related to the transition services agreement and $ 4.5 million related to indemnification under the tax matters agreement. 53 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS Note 3 – Segment Information In accordance with ASC Topic 280, “Segment Reporting,” for purposes of segment performance measurement, we do not allocate to the business segments items that are of a non-operating nature; or corporate organizational and functional expenses of a governance nature. The accounting policies of the segments are the same as those described in the summary of significant accounting policies. Our segments are reported on the same basis used internally for evaluating performance and for allocating resources. We currently have two reporting segments: Crane Payment Innovations and Crane Currency. Crane Payment Innovations 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. Key research and development and manufacturing facilities are located in the United States, the United Kingdom, Mexico, Japan, and Germany, with additional sales offices across the world. Crane Currency Crane Currency provides advanced security solutions based on proprietary technology for securing physical products, including banknotes, consumer goods and industrial products. Facilities are located in the United States, Sweden and Malta. Financial information by reportable segment is set forth below: (in millions) December 31, 2023 2022 2021 Net Sales: Crane Payment Innovations $ 886.4 $ 874.3 $ 805.7 Crane Currency 504.9 465.6 539.4 Total net sales $ 1,391.3 $ 1,339.9 $ 1,345.1 Operating profit and Income before income taxes: Crane Payment Innovations $ 242.8 $ 217.1 $ 164.5 Crane Currency 116.3 117.3 145.1 Corporate ( 72.3 ) ( 33.1 ) ( 30.4 ) Total operating profit (a) $ 286.8 $ 301.3 $ 279.2 Interest income $ 1.1 $ 0.2 $ 0.1 Interest expense ( 48.1 ) ( 41.9 ) ( 41.8 ) Related party interest expense ( 2.5 ) ( 14.4 ) ( 16.1 ) Miscellaneous income, net 2.5 3.1 4.7 Income before income taxes $ 239.8 $ 248.3 $ 226.1 Capital expenditures: Crane Payment Innovations $ 7.6 $ 5.0 $ 4.5 Crane Currency 25.9 16.3 14.1 Corporate 1.6 — — Total capital expenditures $ 35.1 $ 21.3 $ 18.6 Depreciation and amortization: Crane Payment Innovations $ 31.2 $ 32.9 $ 34.5 Crane Currency 44.2 45.3 46.8 Corporate 2.2 0.5 0.5 Total depreciation and amortization $ 77.6 $ 78.7 $ 81.8 (a) For the year ended December 31, 2023, 2022 and 2021, operating profit includes net restructuring charges (gains) of $ 0.5 million, $ 6.2 million, and $( 3.7 ) million respectively. See Note 15, “Restructuring” for discussion of the restructuring charges. 54 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS Net sales by geographic region: (in millions) December 31, 2023 2022 2021 Net sales (a) North America $ 787.1 $ 826.9 $ 791.3 Western Europe 196.3 187.8 139.7 Rest of the World 407.9 325.2 414.1 Total net sales $ 1,391.3 $ 1,339.9 $ 1,345.1 (a) Net sales by geographic region are based on the destination of the sale. Balance sheet items by reportable segment is set forth below: (in millions) December 31, 2023 2022 Goodwill: Crane Payment Innovations $ 626.7 $ 622.4 Crane Currency 214.5 214.2 Total goodwill $ 841.2 $ 836.6 Assets: Crane Payment Innovations $ 1,279.1 $ 1,266.1 Crane Currency 814.4 863.3 Corporate 35.9 — Total assets $ 2,129.4 $ 2,129.4 Long-lived assets by geographic region: (in millions) December 31, 2023 2022 Long-lived assets (a) North America $ 159.7 $ 139.2 Western Europe 134.7 142.9 Rest of the World 14.6 13.6 Total long-lived assets $ 309.0 $ 295.7 (a) Long-lived assets, net by geographic region are based on the location of the business unit and consist of property, plant and equipment and operating lease assets. 55 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS Note 4 - Revenue Disaggregation of Revenues The following table presents net sales disaggregated by product line for each segment: (in millions) December 31, 2023 2022 2021 Crane Payment Innovations Products $ 758.7 $ 752.2 $ 692.2 Services 127.7 122.1 113.5 Total Crane Payment Innovations $ 886.4 $ 874.3 $ 805.7 Crane Currency Products $ 504.9 $ 465.6 $ 539.4 Total Net Sales $ 1,391.3 $ 1,339.9 $ 1,345.1 Remaining Performance Obligations 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 December 31, 2023, backlog was $ 459.8 million. We expect to recognize approximately 85 % of our remaining performance obligations as revenue in 2024, 9 % in 2025 and the balance thereafter. Contract Assets and Contract Liabilities Contract assets represent unbilled amounts that typically arise from contracts for customized products or contracts for products sold directly to the U.S. government, where revenue recognized using the cost-to-cost method exceeds the amount billed to the customer. Contract assets are assessed for impairment and recorded at their net realizable value. Contract liabilities represent advance payments from customers. Revenue related to contract liabilities is recognized when control is transferred to the customer. We report contract assets, which are included within “Other current assets” in our Consolidated and Combined Balance Sheets, and contract liabilities, which are included within “Accrued liabilities” in our Consolidated and Combined Balance Sheets, on a contract-by-contract net basis at the end of each reporting period. Net contract assets and contract liabilities were as follows: (in millions) December 31, 2023 2022 Contract assets $ 30.3 $ 31.8 Contract liabilities $ 92.5 $ 93.6 During 2023 we recognized revenue of $ 87.8 million related to contract liabilities as of December 31, 2022. The business had one individually significant customer within the Crane Currency segment with net sales of $ 213.1 million, $ 231.9 million and $ 242.3 million for the years ended December 31, 2023, 2022 and 2021, respectively. Note 5 – Research and Development Research and development costs are expensed when incurred and are included in “Selling, general and administrative” in our Consolidated and Combined Statements of Operations. (in millions) December 31, 2023 2022 2021 Research and Development Costs $ 42.8 $ 33.9 $ 33.2 56 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS Note 6 – Pension and Postretirement Benefits Pension Plan A number of our non-U.S. subsidiaries sponsor defined benefit pension plans that provide ongoing benefits for approximately 8 % of all non-U.S. employees as of December 31, 2023. The benefits are typically based upon years of service and compensation. Most of these plans are funded by company contributions to pension funds, which are held for the sole benefit of plan participants and beneficiaries. Additionally, in the United States, we sponsor a defined benefit pension plan that covers less than 1 % of U.S. employees as of December 31, 2023. The benefits are based on years of service and compensation. Charges to expense are based upon costs computed by an independent actuary. The plan is funded on a pay-as-you-go basis. Postretirement Plans Postretirement health care benefits are provided for certain employees hired before July 1, 2013, who meet minimum age and service requirements. A summary of the projected benefit obligations, fair value of plan assets and funded status for the plans is as follows: Pension Benefits Postretirement Benefits (in millions) December 31, 2023 2022 2023 2022 Change in benefit obligation: Benefit obligation at beginning of year $ 67.7 $ 99.5 $ 16.3 $ 23.4 Service cost 1.9 2.1 0.1 0.1 Interest cost 2.1 0.9 0.8 0.6 Plan participants’ contributions 0.4 0.4 — — Actuarial loss (gain) 7.4 ( 24.3 ) ( 2.9 ) ( 6.4 ) Settlements ( 3.7 ) ( 2.2 ) — — Benefits paid ( 4.1 ) ( 3.0 ) ( 1.6 ) ( 1.4 ) Foreign currency exchange and other 6.0 ( 5.5 ) — — Administrative expenses paid ( 0.1 ) ( 0.2 ) — — Benefit obligation at end of year $ 77.6 $ 67.7 $ 12.7 $ 16.3 Change in plan assets: Fair value of plan assets at beginning of year $ 79.2 $ 105.4 $ — $ — Actual return on plan assets 4.8 ( 16.7 ) — — Employer contributions 1.8 1.9 1.6 1.4 Plan participants’ contributions 0.4 0.4 — — Settlements ( 3.7 ) ( 2.2 ) — — Benefits paid ( 4.1 ) ( 3.0 ) ( 1.6 ) ( 1.4 ) Foreign currency exchange and other 5.5 ( 6.3 ) — — Administrative expenses paid ( 0.4 ) ( 0.3 ) — — Fair value of plan assets at end of year $ 83.5 $ 79.2 $ — $ — Funded status $ 5.9 $ 11.5 $ ( 12.7 ) $ ( 16.3 ) In the U.S., 2023 actuarial losses in the projected benefit obligation were primarily the result of a decrease in the discount rate. Other sources of gains or losses such as plan experience, updated census data and minor adjustments to actuarial assumptions generated combined losses of less than 1 % of expected year end obligations. In the Non-U.S. countries, 2023 actuarial losses in the projected benefit obligation were primarily the result of decreases in discount rates. Other sources of gains or losses such as plan experience, updated census data, changes to forecast inflation, mortality table updates and minor adjustments to other actuarial assumptions generated combined losses of less than 2 % of expected year end obligations. In the U.S., 2022, there was no allocated benefit obligation. In the non-U.S. countries, 2022 actuarial gains in the projected benefit obligation were primarily the result of increases in discount rates. Other sources of gains or losses such as plan experience, updated census data, changes to forecast inflation and minor adjustments to other actuarial assumptions generated combined gains of 2 % of expected year end obligations. 57 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS Amounts recognized on our Consolidated and Combined Balance Sheets consist of: Pension Benefits Postretirement Benefits (in millions) December 31, 2023 2022 2023 2022 Other assets $ 13.0 $ 14.8 $ — $ — Accrued liabilities ( 0.1 ) ( 0.1 ) ( 1.3 ) ( 1.8 ) Accrued pension and postretirement benefits ( 7.0 ) ( 3.2 ) ( 11.4 ) ( 14.5 ) Funded status $ 5.9 $ 11.5 $ ( 12.7 ) $ ( 16.3 ) Amounts recognized in accumulated other comprehensive loss consist of: Pension Benefits Postretirement Benefits (in millions) December 31, 2023 2022 2023 2022 Net actuarial loss (gain) $ 14.0 $ 6.6 $ ( 7.9 ) $ ( 5.7 ) Prior service credit ( 6.6 ) ( 6.7 ) ( 0.9 ) ( 2.0 ) Total recognized in accumulated other comprehensive loss $ 7.4 $ ( 0.1 ) $ ( 8.8 ) $ ( 7.7 ) The projected benefit obligation, accumulated benefit obligation and fair value of plan assets are as follows: Pension Obligations/Assets U.S. Non-U.S. Total (in millions) December 31, 2023 2022 2023 2022 2023 2022 Projected benefit obligation $ 0.4 $ — $ 77.2 $ 67.7 $ 77.6 $ 67.7 Accumulated benefit obligation $ 0.4 $ — $ 75.9 $ 66.4 $ 76.3 $ 66.4 Fair value of plan assets $ — $ — $ 83.5 79.2 83.5 $ 79.2 Information for pension plans with benefit obligation in excess of plan assets is as follows: (in millions) December 31, 2023 2022 Projected benefit obligation $ 47.2 $ 3.2 Accumulated benefit obligation $ 45.9 $ 3.0 Components of net periodic (benefit) cost are as follows: Pension Benefits Postretirement Benefits (in millions) For the year ended December 31, 2023 2022 2021 2023 2022 2021 Net Periodic (Benefit) Cost: Service cost $ 1.9 $ 2.1 $ 2.6 $ 0.1 $ 0.1 $ 0.2 Interest cost 2.1 0.9 0.7 0.8 0.6 0.6 Expected return on plan assets ( 3.2 ) ( 2.8 ) ( 2.9 ) — — — Amortization of prior service cost ( 0.7 ) ( 0.7 ) ( 0.7 ) ( 1.1 ) ( 1.1 ) ( 1.1 ) Amortization of net loss (gain) — 0.6 1.5 ( 0.7 ) — — Recognized curtailment gain ( 0.1 ) — ( 2.2 ) — — — Settlement (gain) loss ( 0.3 ) — 0.1 — — — Net periodic (benefit) cost $ ( 0.3 ) $ 0.1 $ ( 0.9 ) $ ( 0.9 ) $ ( 0.4 ) $ ( 0.3 ) 58 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS The weighted average assumptions used to determine benefit obligations are as follows: Pension Benefits Postretirement Benefits For the year ended December 31, 2023 2022 2021 2023 2022 2021 U.S. Plans: Discount rate 4.02 % N/A N/A 5.00 % 5.40 % 2.70 % Rate of compensation increase N/A N/A N/A N/A N/A N/A Interest credit rate 4.02 % N/A N/A N/A N/A N/A Non-U.S. Plans: Discount rate 2.57 % 3.17 % 1.02 % N/A N/A N/A Rate of compensation increase 2.03 % 2.17 % 2.25 % N/A N/A N/A Interest credit rate 1.75 % 1.81 % 0.33 % N/A N/A N/A The weighted-average assumptions used to determine net periodic benefit cost are as follows: Pension Benefits Postretirement Benefits For the year ended December 31, 2023 2022 2021 2023 2022 2021 U.S. Plans: Discount rate 5.43 % N/A N/A 5.40 % 2.70 % 2.30 % Expected rate of return on plan assets N/A N/A N/A N/A N/A N/A Rate of compensation increase N/A N/A N/A N/A N/A N/A Interest credit rate 3.62 % N/A N/A N/A N/A N/A Non-U.S. Plans: Discount rate 3.17 % 1.02 % 0.68 % N/A N/A N/A Expected rate of return on plan assets 4.07 % 2.98 % 2.81 % N/A N/A N/A Rate of compensation increase 2.17 % 2.25 % 2.41 % N/A N/A N/A Interest credit rate 1.81 % 0.33 % 0.29 % N/A N/A N/A The long-term expected rate of return on plan assets assumptions were determined with input from independent investment consultants and plan actuaries, utilizing asset pricing models and considering historical returns. The discount rates used by us for valuing pension liabilities are based on a review of high-quality corporate bond yields with maturities approximating the remaining life of the projected benefit obligations. For the non-U.S. plans, the 4.07 % expected rate of return on assets assumption for 2023 reflected a weighted average of the long-term asset allocation targets for our various non-U.S. plans. As of December 31, 2023, the actual weighted average asset allocation for the non-U.S. plans was 15 % equity securities, 27 % fixed income securities, 57 % alternative assets/other and 1 % cash and cash equivalents. The assumed health care cost trend rates are as follows: December 31, 2023 2022 Health care cost trend rate assumed for next year 7.25 % 7.00 % Rate to which the cost trend rate is assumed to decline (the ultimate trend rate) 4.50 % 4.50 % Year that the rate reaches the ultimate trend rate 2035 2033 59 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS Assumed health care cost trend rates have a significant effect on the amounts reported for our health care plans. Plan Assets Our pension plan target allocations and weighted-average asset allocations by asset category are as follows, along with the actual allocation related to the Dedicated Plans: Target Allocation Actual Allocation Asset Category December 31, 2023 2022 Equity securities 15 % - 75 % 15 % 13 % Fixed income securities 15 % - 75 % 27 % 27 % Alternative assets/Other 0 % - 75 % 57 % 59 % Cash and money market 0 % - 10 % 1 % 1 % Independent investment consultants are retained to assist in executing the plans’ investment strategies. Several factors are evaluated in determining if an investment strategy will be implemented in our pension trusts. These factors include, but are not limited to, investment style, investment risk, investment manager performance and costs. We periodically review investment managers and their performance in relation to our plans’ investment objectives. The primary investment objective of our various plan assets is to ensure that there are sufficient assets to pay benefits when they are due while mitigating associated risk and minimizing employer contributions. The plans’ assets are typically invested in a broad range of equity securities, fixed income securities, insurance contracts, alternative assets and cash instruments. Equity securities include investments in large, mid, and small-capitalization companies located in both developed countries and emerging markets around the world. Fixed income securities include government bonds of various countries, corporate bonds that are primarily investment-grade, and mortgage-backed securities. Alternative assets include investments in real estate, insurance contracts and hedge funds employing a wide variety of strategies. The fair value of our pension plan assets as of December 31, 2023, by asset category, are as follows: (in millions) Active Markets for Identical Assets Level 1 Other Observable Inputs Level 2 Unobservable Inputs Level 3 Net Asset Value ("NAV") Practical Expedient (a) Total Fair Value Cash Equivalents and Money Markets $ 0.5 $ — $ — $ — $ 0.5 Commingled and Mutual Funds Non-U.S. Equity Funds — — — 12.3 12.3 Collective Trust — — 19.4 20.7 40.1 Non-U.S. Fixed Income, Government and Corporate — — — 22.4 22.4 Alternative Investments Insurance / Annuity Contract(s) — 8.2 — — 8.2 Total Fair Value $ 0.5 $ 8.2 $ 19.4 $ 55.4 83.5 (a) Investments are measured at fair value using the net asset value per share practical expedient, and therefore, are not classified in the fair value hierarchy. In 2023, the pension plan's asset classified as Level 3 constitutes an insurance contract valued annually on an actuarial basis. 60 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS The fair value of our pension plan assets as of December 31, 2022, by asset category, are as follows: (in millions) Active Markets for Identical Assets Level 1 Other Observable Inputs Level 2 Unobservable Inputs Level 3 Net Asset Value ("NAV") Practical Expedient (a) Total Fair Value Cash Equivalents and Money Markets $ 1.0 $ — $ — $ — $ 1.0 Commingled and Mutual Funds Non-U.S. Equity Funds — — — 10.0 10.0 Collective Trust — — 16.5 18.8 35.3 Non-U.S. Fixed Income, Government and Corporate — — — 21.3 21.3 Alternative Investments Insurance / Annuity Contract(s) — 10.8 — — 10.8 International Property Funds — — — 0.8 0.8 Total Fair Value $ 1.0 $ 10.8 $ 16.5 $ 50.9 $ 79.2 (a) Investments are measured at fair value using the net asset value per share practical expedient, and therefore, are not classified in the fair value hierarchy. In 2022, the pension plan's asset classified as Level 3 constitutes an insurance contract valued annually on an actuarial basis. Cash Flows We expect, based on current actuarial calculations, to contribute cash of approximately $ 2.0 million to our defined benefit pension plans during 2024. Cash contributions in subsequent years will depend on several factors including the investment performance of plan assets for funded plans. Estimated Future Benefit Payments The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid: Estimated future payments (in millions) Pension Benefits Postretirement Benefits 2024 $ 3.6 $ 1.3 2025 3.6 1.3 2026 3.2 1.1 2027 3.5 1.2 2028 3.8 1.1 2029 to 2033 20.6 4.9 Total payments $ 38.3 $ 10.9 Supplemental Executive Retirement Plan We also have a non-qualified Supplemental Executive Retirement Plan (“SERP”). The SERP, which is not funded, is intended to provide retirement benefits for certain executive officers who were formerly employees of Crane Currency prior to the acquisition of Crane Currency in 2018. Benefit amounts are based upon years of service and compensation of the participating employees. We recorded minimal pre-tax settlement gain in 2023. We recorded a pre-tax settlement loss of $ 0.1 million in 2022. Accrued SERP benefits, which were recorded in Accrued liabilities and Accrued pension and postretirement benefits in the Consolidated and Combined Balance Sheets, were $ 1.7 million and $ 2.2 million as of December 31, 2023 and 2022, respectively. Employer contributions made to the SERP were $ 0.7 million, $ 1.0 million and $ 0.2 million in 2023, 2022 and 2021, respectively. Defined Contribution Plans We sponsor savings and investment plans that are available to our eligible employees including employees of our subsidiaries. We made contributions to the plans of $ 4.5 million, $ 4.1 million and $ 4.0 million in 2023, 2022 and 2021, respectively. In addition to participant deferral contributions and company matching contributions on those deferrals, we provide a 3 % non-matching contribution to eligible participants. We made non-matching contributions to these plans of $ 5.5 million, $ 5.1 million and $ 4.9 million in 2023, 2022 and 2021, respectively. 61 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS Note 7 – Stock-Based Compensation Plans Prior to the Separation, Crane NXT employees and directors participated in Holdings' equity incentive plans and received equity awards under those plans in the forms of stock options, restricted share units, performance-based and time-based restricted share units and deferred stock units in respect of Holdings common shares. Crane NXT Consolidated and Combined Financial Statements reflect compensation expense for these stock-based plans associated with the portion of the Holdings equity incentive plans in which Crane NXT employees and directors participated. As a result of the Separation, all outstanding stock-based compensation awards of Holdings were exchanged for similarly valued stock-based compensation awards of either SpinCo, Crane NXT or both. The exchanged awards are subject to the same service vesting requirements as the original awards. Upon the exchange, there were 0.5 million options outstanding related to Crane NXT associates and 0.6 million options outstanding related to SpinCo associates. There was no significant incremental stock-based compensation expense recorded as a result of the equity award conversions. The modification of the performance-based restricted share units resulted in a liability recorded upon Separation. The amount of the liability was $ 1.9 million as of December 31, 2023. At December 31, 2023, we had stock-based compensation awards outstanding under the following shareholder-approved plans: the 2013 Stock Incentive Plan (the "2013 Plan"), 2018 Stock Incentive Plan (the "2018 Plan") and 2018 Amended and Restated Stock Incentive Plan (the “2018 Amended & Restated Plan”), applicable to employees and non-employee directors. The 2013 Plan was approved by the Board of Directors and stockholders at the annual meeting in 2013. The 2013 Plan originally authorized the issuance of up to 9,500,000 shares of stock pursuant to awards under the plan. In 2018, in view of the limited number of shares remaining available under the 2013 Plan, the Board of Directors and stockholders approved the adoption of the 2018 Plan which authorized the issuance of up to 6,500,000 shares of Crane Holdings, Co. stock. In 2021, the Board of Directors and stockholders approved the adoption of the 2018 Amended and Restated Stock Incentive Plan which authorized the issuance of up to 4,710,000 shares of Crane Holdings, Co. stock. No further awards will be made under the 2013 Plan or 2018 Plan. The stock incentive plans are used to provide long-term incentive compensation through stock options, restricted share units, performance-based restricted share units and deferred stock units. Stock Options Options are granted under the Stock Incentive Plan to officers and other key employees and directors at an exercise price equal to the closing price on the date of grant. Unless otherwise determined by the Compensation Committee which administers the plan, options vest in four installments of 25 % per year over four years beginning on the first anniversary of the grant date. All options granted to directors and options granted to officers and employees after 2014 expire 10 years after the date of grant. Prior to the Separation, Holdings determined the fair value of each grant using the Black-Scholes option pricing model. The weighted-average assumptions for grants made by Holdings during the years ended December 31, 2023, 2022 and 2021 are as follows: 2023 2022 2021 Dividend yield 1.57 % 2.05 % 3.06 % Volatility 32.33 % 33.96 % 36.28 % Risk-free interest rate 3.67 % 1.92 % 0.50 % Expected lives in years 7.7 7.2 5.2 Expected dividend yield is based on Holdings’ dividend rate. Expected stock volatility was determined based upon the historical volatility for the four-year period preceding the date of grant. The risk-free interest rate was based on the yield curve in effect at the time the options were granted, using U.S. constant maturities over the expected life of the option. The expected lives of the awards represent the period of time that options granted are expected to be outstanding. 62 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS Activity in Crane NXT’s stock option plans for the year ended December 31, 2023 were as follows: Option Activity Number of Shares (in 000’s) Weighted Average Exercise Price Weighted Average Remaining Life (Years) Aggregate Intrinsic Value (in millions) (a) Options outstanding as of January 1, 2023 — $ — Converted in Distribution (b) 563 34.42 Granted — — Exercised ( 49 ) 28.11 Canceled ( 3 ) 31.36 Options outstanding as of December 31, 2023 511 $ 35.04 6.92 $ 11.2 Options exercisable as of December 31, 2023 230 $ 26.81 4.97 $ 6.9 (a) The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying options and the estimated fair value of the common stock for in the money options at December 31, 2023. (b) Excludes 611,932 of options issued to SpinCo employees. Included in our stock-based compensation was expense recognized for our stock option awards of $ 4.8 million for the year ended December 31, 2023. For the years ended December 31, 2022 and 2021, $ 1.9 million and $ 2.0 million, respectively, were allocated to the Company. The total net cash received from these option exercises during 2023 was $ 4.4 million and is reflected in the Consolidated and Combined Statement of Cash Flows as “Stock options exercised, net of shares reacquired” within financing activities. The total cash received from option exercises during 2022 and 2021 was $ 1.6 million and $ 1.5 million, respectively, and is reflected in the Consolidated and Combined Statements of Cash Flows as “Net transfers to Crane” within financing activities. The tax benefit realized for the tax deductions from these option exercises was $ 0.4 million, $ 0.3 million and $ 1.8 million as of December 31, 2023, 2022 and 2021, respectively. As of December 31, 2023, there was $ 3.0 million of total future compensation cost related to unvested share-based awards to be recognized over a weighted-average period of 2.50 years. Restricted Share Units and Performance-Based Restricted Share Units Restricted share units vest in four installments of 25 % per year over four years beginning on the first anniversary of the grant date and are subject to forfeiture restrictions which lapse over time. The vesting of performance-based restricted share units is determined based on relative total shareholder return for Crane NXT, Co. compared to the S&P Midcap 400 Capital Goods Group over a three year period, with payout potential ranging from 0 % to 200 % but capped at 100 % if our three year total shareholder return is negative. Included in our stock-based compensation was expense recognized for our restricted share unit and performance-based restricted share unit awards of $ 5.5 million. For the years ended December 31, 2022 and 2021, $ 7.4 million and $ 6.6 million, respectively, were allocated to the Company. The tax benefit for the vesting of the restricted share units was $ 0.5 million, $ 0.5 million and $ 0.1 million as of December 31, 2023, 2022 and 2021, respectively. As of December 31, 2023, there was $ 10.2 million of total future compensation cost related to restricted share unit and performance-based restricted share unit awards, to be recognized over a weighted-average period of 2.08 years. 63 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS Changes in our restricted share units for the year ended December 31, 2023 were as follows: Restricted Share Unit Activity Restricted Share Units (in 000’s) Weighted Average Grant-Date Fair Value Restricted share units as of January 1, 2023 — $ — Restricted share units converted in Distribution (a) 445 38.92 Restricted share units granted 36 49.24 Restricted share units vested ( 32 ) 35.46 Restricted share units forfeited ( 19 ) 37.69 Performance-based restricted share units granted — — Performance-based restricted share units vested ( 18 ) 30.88 Performance-based restricted share units forfeited — — Restricted share units as of December 31, 2023 412 $ 40.18 (a) Excludes 190,900 of restricted shares units issued to SpinCo employees. Note 8 - Leases Arrangements that explicitly or implicitly relate to property, plant and equipment are assessed at inception to determine if the arrangement is or contains a lease. Generally, we enter into operating leases as the lessee and recognize right-of-use assets and lease liabilities based on the present value of future lease payments over the lease term. We lease certain vehicles, equipment, manufacturing facilities, and non-manufacturing facilities. We have leases with both lease components and non-lease components, such as common area maintenance, utilities, or other repairs and maintenance. For all asset classes, we applied the practical expedient to account for each separate lease component and its associated non-lease component(s) as a single lease component. We identify variable lease payments, such as maintenance payments based on actual activities performed or costs incurred, at lease commencement by assessing the nature of the payment provisions, including whether the payments are subject to a minimum. Certain leases include options to renew for an additional term or company-controlled options to terminate. We generally determine it is not reasonably certain to assume the exercise of renewal options because there is no economic incentive to renew. As termination options often include penalties, we generally determine it is reasonably certain that termination options will not be exercised because there is an economic incentive not to terminate. Therefore, these options generally do not impact the lease term or the determination or classification of the right-of-use asset and lease liability. We do not enter arrangements where restrictions or covenants are imposed by the lessor that, for example, relate to incurring additional financial obligations. Furthermore, we also have not entered into any significant sublease arrangements. We use our collateralized incremental borrowing rate based on the information available at commencement date to determine the present value of future payments and the appropriate lease classification. The rate implicit in the lease is generally unknown, as we generally operate in the capacity of the lessee. Our Consolidated and Combined Balance Sheets include the following related to leases: (in millions) December 31, Classification 2023 2022 Assets Operating right-of-use assets Other assets $ 47.8 $ 34.0 Liabilities Current lease liabilities Accrued liabilities $ 7.2 $ 7.4 Long-term lease liabilities Other liabilities 42.6 29.0 Total lease liabilities $ 49.8 $ 36.4 The components of lease cost were as follows: 64 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS (in millions) December 31, 2023 2022 2021 Operating lease cost $ 11.0 $ 10.9 $ 12.2 Variable lease cost 1.8 2.3 1.6 Total lease cost $ 12.8 $ 13.2 $ 13.8 The weighted average remaining lease terms and discount rates for our operating leases were as follows: December 31, 2023 2022 Weighted-average remaining lease term (in years) - operating leases 16.3 17.9 Weighted-average discount rate - operating leases 5.0 % 4.5 % Supplemental cash flow information related to our operating leases were as follows: (in millions) December 31, 2023 2022 2021 Cash paid for amounts included in measurement of operating lease liabilities - operating cash flows $ 8.2 $ 9.2 $ 9.8 Right-of-use assets obtained in exchange for new operating lease liabilities $ 16.5 $ 13.4 $ 1.5 Future minimum operating lease payments are as follows: (in millions) December 31, 2023 2024 $ 9.4 2025 7.8 2026 5.9 2027 4.8 2028 4.5 Thereafter 47.2 Total future minimum operating lease payments $ 79.6 Imputed interest 29.8 Present value of lease liabilities reported $ 49.8 65 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS Note 9 – Income Taxes Provision for Income Taxes Our income before taxes is as follows: (in millions) For year ended December 31, 2023 2022 2021 U.S. operations $ 97.4 $ 163.9 $ 173.9 Non-U.S. operations 142.4 84.4 52.2 Total $ 239.8 $ 248.3 $ 226.1 Our provision (benefit) for income taxes consists of: (in millions) For the year ended December 31, 2023 2022 2021 Current: U.S. federal tax $ 31.3 $ 52.2 $ 27.7 U.S. state and local tax 1.7 6.0 4.2 Non-U.S. tax 20.6 13.6 8.0 Total current 53.6 71.8 39.9 Deferred: U.S. federal tax ( 2.8 ) ( 13.8 ) ( 1.0 ) U.S. state and local tax ( 0.4 ) ( 2.3 ) 8.7 Non-U.S. tax 1.1 ( 12.3 ) 0.5 Total deferred ( 2.1 ) ( 28.4 ) 8.2 Total provision for income taxes (a) $ 51.5 $ 43.4 $ 48.1 (a) Included in the above amounts are excess tax benefits from share-based compensation of $ 0.9 million, $ 0.8 million and $ 1.9 million in 2023, 2022 and 2021, respectively, which were reflected as reductions in our provision for income taxes in 2023, 2022 and 2021. A reconciliation of the statutory U.S. federal tax rate to our effective tax rate is as follows: For the year ended December 31, 2023 2022 2021 Statutory U.S. federal tax rate 21.0 % 21.0 % 21.0 % Increase (reduction) from: Income taxed at non-U.S. rates ( 2.0 ) % ( 6.6 ) % ( 1.4 ) % Non-U.S. income inclusion, net of tax credits 2.0 % 4.3 % ( 0.9 ) % State and local taxes, net of federal benefit 1.0 % 1.2 % 4.7 % U.S. research and development tax credit ( 0.7 ) % ( 0.4 ) % ( 0.9 ) % U.S. deduction for foreign - derived intangible income ( 0.8 ) % ( 1.0 ) % ( 0.2 ) % Other 1.0 % ( 1.0 ) % ( 1.1 ) % Effective tax rate 21.5 % 17.5 % 21.2 % The Organization for Economic Co-operation and Development (“OECD”) has proposed a global minimum tax of 15% of reported profits (“Pillar 2”) that has been agreed upon by over 140 member jurisdictions including the United States. Pillar 2 addresses the risks associated with profit shifting to entities in low tax jurisdictions. We are currently assessing the impact of this minimum tax on our business. As of December 31, 2023, we have made the following determinations with regard to our non-U.S. earnings: (in millions) Permanently reinvested Not permanently reinvested Amount of earnings $ 179.0 $ 148.5 Associated tax N/A (a) $ 0.5 (a) Determination of U.S. income taxes and non-U.S. withholding taxes due upon repatriation of this $ 179.0 million of earnings is not practicable because the amount of such taxes depends upon circumstances existing in numerous taxing jurisdictions at the time the remittance occurs. 66 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS Tax Related to Comprehensive Income During 2023, 2022 and 2021, tax provision of $ 0.5 million, $ 2.8 million and $ 0.7 million, respectively, related to changes in pension and post-retirement plan assets and benefit obligations, were recorded to accumulated other comprehensive loss. Deferred Taxes and Valuation Allowances The components of deferred tax assets and liabilities included in our Consolidated and Combined Balance Sheets are as follows: (in millions) December 31, 2023 2022 Deferred tax assets: Tax loss and credit carryforwards $ 48.4 $ 23.7 Inventories 8.5 9.1 Capitalized Research and Development 9.0 6.8 Accrued Bonuses and Stock Based Compensation 1.1 1.8 Pension and Post Retirement Benefits 2.4 1.6 Other 12.5 11.5 Total $ 81.9 $ 54.5 Less: valuation allowance 46.4 19.3 Total deferred tax assets, net of valuation allowance $ 35.5 $ 35.2 Deferred tax liabilities: Basis difference in intangible assets $ ( 108.8 ) $ ( 119.1 ) Basis difference in fixed assets ( 28.2 ) ( 19.1 ) Other ( 0.3 ) ( 0.2 ) Total deferred tax liabilities $ ( 137.3 ) $ ( 138.4 ) Net deferred tax asset (liability) $ ( 101.8 ) $ ( 103.2 ) Balance sheet classification: Long-term deferred tax assets $ 2.7 $ 6.3 Long-term deferred tax liability ( 104.5 ) ( 109.5 ) Net deferred tax asset (liability) $ ( 101.8 ) $ ( 103.2 ) Our total valuation allowance as of December 31, 2023 and 2022 was $ 46.4 million and $ 19.3 million, respectively. The change in valuation allowance primarily resulted from the transfer of state net operating losses and associated valuation allowances from SpinCo to the Company as a result of the Separation. As of December 31, 2023, we had U.S. federal, U.S. state and non-U.S. tax loss and credit carryforwards that will expire, if unused, as follows: (in millions) Year of expiration U.S. Federal Tax Credits U.S. Federal Tax Losses U.S. State Tax Credits U.S. State Tax Losses Non- U.S. Tax Losses Total 2024-2028 $ — $ — $ 1.1 $ 67.9 $ 0.2 After 2028 10.6 0.6 0.3 535.4 0.3 Indefinite — — — 4.6 15.2 Total tax carryforwards $ 10.6 $ 0.6 $ 1.4 $ 607.9 $ 15.7 Deferred tax asset on tax carryforwards $ 10.6 $ 0.1 $ 1.1 $ 33.0 $ 3.6 $ 48.4 Valuation allowance on tax carryforwards ( 10.6 ) ( 0.1 ) ( 1.1 ) ( 31.6 ) ( 3.0 ) ( 46.4 ) Net deferred tax asset on tax carryforwards $ — $ — $ — $ 1.4 $ 0.6 $ 2.0 As of December 31, 2023 and 2022, we determined that it was more likely than not that $ 46.4 million and $ 13.3 million, respectively, of our deferred tax assets related to tax loss and credit carryforwards will not be realized. As a result, we recorded a valuation allowance against these deferred tax assets. We also determined that it is more likely than not that a portion of the benefit related to U.S. state and non-U.S. deferred tax assets other than tax loss and credit carryforwards will not be realized. Accordingly, as of December 31, 2023 and 2022, a valuation allowance of $ 0.0 million and $ 6.0 million, respectively, was 67 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS established against these U.S. state and non-U.S. deferred tax assets. Our total valuation allowance as of December 31, 2023 and 2022 was $ 46.4 million and $ 19.3 million, respectively. Unrecognized Tax Benefits A reconciliation of the beginning and ending amount of our gross unrecognized tax benefits, excluding interest and penalties, is as follows: (in millions) 2023 2022 2021 Balance of liability as of January 1, $ 7.6 $ 10.3 $ 11.4 Increase as a result of tax positions taken during a prior year — — — Decrease as a result of tax positions taken during a prior year ( 0.2 ) — — Increase as a result of tax positions taken during the current year 0.5 0.4 0.2 Decrease as a result of settlements with taxing authorities ( 0.1 ) — ( 0.8 ) Reduction as a result of a lapse of the statute of limitations ( 5.2 ) ( 3.1 ) ( 0.5 ) Other 13.9 — — Balance of liability as of December 31, $ 16.5 $ 7.6 $ 10.3 As of December 31, 2023, 2022 and 2021, the amount of our unrecognized tax benefits that, if recognized, would affect our effective tax rate was $ 18.4 million, $ 7.8 million and $ 10.8 million, respectively. The difference between these amounts and those reflected in the table above relates to (1) offsetting tax effects from other tax jurisdictions, and (2) interest expense, net of deferred taxes. As of December 31, 2023, the Company has recorded a gross unrecognized tax benefit of $ 13.9 million due to the Separation from SpinCo which is included in the above table as “Other.” This reflects SpinCo’s share of gross unrecognized tax benefit for pre-Separation periods when SpinCo’s operations were included in the Company’s consolidated tax returns. The Company has also recorded an indemnification receivable of $ 7.1 million from SpinCo per the terms of the Tax Matters Agreement described in Note 1, “Nature of Operations and Significant Accounting Policies.” We recognize interest and penalties related to unrecognized tax benefits as a component of our income tax expense. During the years ended December 31, 2023, 2022 and 2021, we recognized interest and penalty (income) of $( 0.1 ) million, $( 0.4 ) million and $( 2.5 ) million, respectively, in our Consolidated and Combined Statements of Operations. As of December 31, 2023 and 2022, we had accrued $ 2.8 million and $ 1.2 million, respectively, of interest and penalties related to unrecognized tax benefits on our Consolidated and Combined Balance Sheets. During the next twelve months, it is reasonably possible that our unrecognized tax benefits could change by $ 9.4 million due to settlements of income tax examinations, the expiration of statutes of limitations or other resolution of uncertainties. However, if the ultimate resolution of income tax examinations results in amounts that differ from this estimate, we will record additional income tax expense or benefit in the period in which such matters are effectively settled. Income Tax Examinations Our income tax returns are subject to examination by the U.S. federal, U.S. state and local, and non-U.S. tax authorities. With few exceptions, the years open to examinations are as follows: Jurisdiction Year U.S. federal 2020 - 2022 U.S. state and local 2017 - 2022 Non-U.S. 2017 - 2022 Currently, we and our subsidiaries are under examination in various jurisdictions. The Tax Matters Agreement specifies the rights, responsibilities, and obligations after the Separation with respect to tax liabilities and benefits. The agreement specifies the portion, if any, of this tax liability for which we and SpinCo will bear responsibility, and we and SpinCo agreed to indemnify each other against any amounts for which they are not responsible. The Accrued Income Tax Liability computed on a stand-alone entity basis resulted in a decrease of approximately $ 10.2 million adjusted in our Consolidated and Combined Statements of Changes in Equity through “Crane Net Investment” upon the Separation. As of December 31, 2023, we had an accrued income tax liability of $ 12.8 million included in “U.S. and foreign taxes on income” in our Consolidated and Combined Balance Sheets. 68 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS Note 10 – Accrued Liabilities Accrued liabilities consist of: (in millions) December 31, 2023 2022 Employee related expenses $ 62.3 $ 56.3 Contract liabilities 92.5 93.6 Current lease liabilities 7.2 7.4 Accrued interest 6.3 6.5 Warranty 5.6 4.4 Other 36.6 36.0 Total $ 210.5 $ 204.2 We accrue warranty liabilities when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Warranty provision is included in "Cost of sales" in our Consolidated and Combined Statements of Operations. Note 11 – Other Liabilities A summary of the other liabilities is as follows: (in millions) December 31, 2023 2022 Long-term lease liabilities $ 42.6 $ 29.0 Accrued taxes 19.3 8.1 Other 1.8 1.4 Total $ 63.7 $ 38.5 Note 12 - Commitments and Contingencies We regularly review the status of lawsuits, claims and proceedings that have been or may be asserted against us relating to the conduct of our business, including those pertaining to product liability, patent infringement, commercial, employment, employee benefits, environmental and stockholder matters. We record a provision for a liability for such matters when it is considered probable that a liability has been incurred and the amount of the loss can be reasonably estimated. These provisions, if any, are reviewed quarterly and adjusted as additional information becomes available. If either or both of the criteria are not met, we assess whether there is at least a reasonable possibility that a loss, or additional losses, may have been incurred. 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 December 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 Consolidated and Combined Financial Statements for the potential impact of all such matters. 69 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS Note 13 – Financing Our debt as of December 31, 2023 and 2022 consisted of the following: (in millions) December 31, 2023 2022 Term Facility $ 4.6 $ — 4.45 % notes due December 2023 — 299.7 Total short-term borrowings (a) $ 4.6 $ 299.7 Term Facility $ 98.5 $ — 6.55 % notes due November 2036 198.6 198.6 4.20 % notes due March 2048 346.6 346.5 Other deferred financing costs associated with credit facilities ( 3.4 ) — Total long-term debt (a) $ 640.3 $ 545.1 (a ) Debt discounts and debt issuance costs totaled $ 10.1 million and $ 5.6 million as of December 31, 2023 and 2022, respectively, and have been netted against the aggregate principal amounts of the related debt in the components of the debt table above, where applicable. 4.45 % notes due December 2023 - In December 2013, we issued 10 year notes having an aggregate principal amount of $ 300 million. The notes are unsecured, senior obligations that matured on December 15, 2023 and bear interest at 4.45 % per annum, payable semi-annually on June 15 and December 15 of each year. The notes have no sinking fund requirement, but may be redeemed, in whole or part, at our option. These notes do not contain any material debt covenants or cross default provisions. If there is a change in control of the Company, and if as a consequence, the notes are rated below investment grade by both Moody’s Investors Service and Standard & Poor’s, then holders of the notes may require us to repurchase them, in whole or in part, for 101 % of the principal amount plus accrued and unpaid interest. Debt issuance costs are deferred and included in long-term debt and are amortized as a component of interest expense over the term of the notes. Including debt issuance cost amortization, these notes have an effective annualized interest rate of 4.56 %. The notes were issued under an indenture dated as of December 13, 2013. The indentures contain certain restrictions, including a limitation that restricts our ability and the ability of certain of our subsidiaries to create or incur secured indebtedness, enter into certain sale and leaseback transactions, and consolidate, merge or transfer all or substantially all of our assets and the assets of our subsidiaries. On March 3, 2023, Holdings notified bondholders of its intent to redeem all its outstanding $ 300 million aggregate principal amount of its 4.45 % senior notes due 2023 on April 4, 2023. We completed the redemption on April 4, 2023. Credit Faciliti es - We are party to a senior secured credit agreement (the “Credit Agreement”) entered into on March 17, 2023, which provides for (i) a $ 500 million, five-year revolving credit facility (the “Revolving Facility”) and (ii) a $ 350 million, three-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, we borrowed the full amount of the Term Facility. During the year ended December 31, 2023, we repaid $ 245.0 million 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 Secured Overnight Financing Rate (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, investments, 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 70 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS 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. 6.55 % notes due November 2036 - In November 2006, we issued 30 year notes having an aggregate principal amount of $ 200 million. The notes are unsecured, senior obligations of us that mature on November 15, 2036 and bear interest at 6.55 % per annum, payable semi-annually on May 15 and November 15 of each year. The notes have no sinking fund requirement, but may be redeemed, in whole or in part, at our option. These notes do not contain any material debt covenants or cross default provisions. If there is a change in control of the Company, and if as a consequence, the notes are rated below investment grade by both Moody’s Investors Service and Standard & Poor’s, then holders of the notes may require us to repurchase them, in whole or in part, for 101 % of the principal amount plus accrued and unpaid interest. Debt issuance costs are deferred and included in long-term debt and are amortized as a component of interest expense over the term of the notes. Including debt issuance cost amortization, these notes have an effective annualized interest rate of 6.67 %. The notes were issued under an indenture dated as of April 1, 1991. The indentures contain certain restrictions, including a limitation that restricts our ability and the ability of certain of our subsidiaries to create or incur secured indebtedness, enter into certain sale and leaseback transactions, and consolidate, merge or transfer all or substantially all of our assets and the assets of our subsidiaries. 4.20 % notes due March 2048 - On February 5, 2018, we completed a public offering of $ 350 million aggregate principal amount of 4.20 % Senior Notes due 2048 (the "2048 Notes"). The 2048 Notes bear interest at a rate of 4.20 % per annum and mature on March 15, 2048. Interest on the 2048 Notes is payable on March 15 and September 15 of each year, commencing on September 15, 2018. These notes do not contain any material debt covenants or cross default provisions. If there is a change in control of the Company, and if as a consequence, the notes are rated below investment grade by both Moody’s Investors Service and Standard & Poor’s, then holders of the notes may require us to repurchase them, in whole or in part, for 101 % of the principal amount plus accrued and unpaid interest. Debt issuance costs are deferred and included in long-term debt and are amortized as a component of interest expense over the term of the notes. Including debt issuance cost amortization, these notes have an effective annualized interest rate of 4.29 %. The notes were issued under an indenture dated as of February 5, 2018. The indentures contain certain restrictions, including a limitation that restricts our ability and the ability of certain of our subsidiaries to create or incur secured indebtedness, enter into certain sale and leaseback transactions, and consolidate, merge or transfer all or substantially all of our assets and the assets of our subsidiaries. Other – As of December 31, 2023, we had open standby letters of credit on our behalf of $ 69.7 million issued pursuant to a $ 190.7 million uncommitted Letter of Credit Reimbursement Agreement, and certain other credit lines. As of December 31, 2022, we had open standby letters of credit on our behalf of $ 57.1 million issued pursuant to a $ 153.2 million uncommitted Letter of Credit Reimbursement Agreement, and certain other credit lines. As of December 31, 2023, our total debt to total capitalization ratio was 40.1 %, computed as follows: (in millions) Short-term borrowings $ 4.6 Long-term debt 640.3 Total debt $ 644.9 Equity $ 964.0 Capitalization $ 1,608.9 Total indebtedness to capitalization 40.1 % Note 14 – Fair Value Measurements Accounting standards define fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value measurements are to be considered from the perspective of a market participant that holds the asset or owes the liability. The standards also establish a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standards describe three levels of inputs that may be used to measure fair value: Level 1 : Quoted prices in active markets for identical or similar assets and liabilities. Level 2 : Quoted prices for identical or similar assets and liabilities in markets that are not active or observable inputs other than quoted prices in active markets for identical or similar assets and liabilities. Level 2 assets and liabilities include over-the-counter derivatives, principally forward foreign exchange contracts, whose value is determined using pricing models with inputs that are 71 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS generally based on published foreign exchange rates and exchange traded prices, adjusted for other specific inputs that are primarily observable in the market or can be derived principally from or corroborated by observable market data. Level 3 : Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Valuation Technique 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. We are exposed to certain risks related to our ongoing business operations, including market risks related to fluctuation in currency exchange. We use foreign exchange contracts to manage the risk of certain cross-currency business relationships to minimize the impact of currency exchange fluctuations on our earnings and cash flows. 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 $ 85.7 million as of December 31, 2022. We had no such hedging instruments as of December 31, 2023. 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 Consolidated and Combined Balance Sheets and were $ 5.8 million as of the years ended December 31, 2022. We had no such derivative receivables as of December 31, 2023. 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. During the second quarter of 2023, the rabbi trust investments were distributed to the beneficiaries and the rabbi trust investment account was closed. The fair value of available-for-sale securities was $ 0.4 million as of December 31, 2022 and is recorded within “Other assets” on our Consolidated and Combined Balance Sheets. We had no such fair value of available-for-sale securities as of December 31, 2023. 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 long-term debt is measured using Level 2 inputs and was $ 469.5 million and $ 753.1 million as of December 31, 2023 and 2022, respectively. Note 15 – Restructuring Overview 2022 Restructuring - In the fourth quarter of 2022, in response to economic uncertainty, we initiated modest workforce reductions in CPI of approximately 140 employees, or about 4 % of our global workforce. We expect to substantially complete the program in the first quarter of 2024 in the U.S. with foreign jurisdictions extending through the end of 2026. We recorded a charge of $ 0.5 million and $ 6.2 million for the years ended December 31, 2023 and 2022, respectively. We do no t expect to incur additional costs to complete these actions. 2020 Restructuring - In the second quarter of 2020, we initiated actions in response to the adverse economic impact of COVID-19 pandemic and integration actions related to the Cummins-Allison acquisition. These actions include workforce reductions of approximately 600 employees, or about 15 % of our global workforce, and the exiting of two leased office facilities and one leased warehouse facility. We completed the program in 2022. 2017 Restructuring - In the fourth quarter of 2017, we initiated broad-based restructuring actions designed to improve profitability. These actions included headcount reductions of approximately 70 employees, or about 2 % 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 completed the program in the first quarter of 2022. 72 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS Restructuring Charges (Gains), Net We recorded restructuring charges (gains) which are reflected in the Consolidated and Combined Statements of Operations, as follows: (in millions) For the year ended December 31, 2023 2022 2021 Crane Payment Innovations $ 0.5 $ 6.2 $ ( 0.9 ) Crane Currency — — ( 2.8 ) Total restructuring charges (gains), net $ 0.5 $ 6.2 $ ( 3.7 ) The following table summarizes our restructuring charges (gains), net by program, cost type and segment for the years ended December 31, 2023, 2022 and 2021: For the years ended December 31, 2023 2022 2021 (in millions) Severance Other Total Severance Other Total Severance Other Total Crane Payment Innovations $ 0.1 $ 0.4 $ 0.5 $ 5.7 $ 0.5 $ 6.2 $ — $ — $ — 2022 Restructuring 0.1 0.4 0.5 5.7 0.5 6.2 — — — Crane Payment Innovations $ — $ — $ — $ — $ — $ — $ ( 0.8 ) (a) $ — $ ( 0.8 ) Crane Currency — — — — — — — ( 2.8 ) ( 2.8 ) 2020 Restructuring — — — — — — ( 0.8 ) (a) ( 2.8 ) ( 3.6 ) Crane Payment Innovations $ — $ — $ — $ — $ — $ — $ ( 0.2 ) (a) $ — $ ( 0.2 ) 2017 Restructuring — — — — — — ( 0.2 ) (a) — ( 0.2 ) Total $ 0.1 $ 0.4 $ 0.5 $ 5.7 $ 0.5 $ 6.2 $ ( 1.0 ) $ ( 2.8 ) $ ( 3.8 ) (a) Reflects changes in estimates for increases and decreases in costs related to our restructuring programs. The following table summarizes the cumulative restructuring charges incurred through December 31, 2023. Cumulative Restructuring Charges (in millions) Severance Other Total Crane Payment Innovations $ 5.8 $ 0.9 $ 6.7 2022 Restructuring $ 5.8 $ 0.9 $ 6.7 Crane Payment Innovations $ 15.8 $ 0.7 $ 16.5 Crane Currency — 1.1 1.1 2020 Restructuring $ 15.8 $ 1.8 $ 17.6 Crane Payment Innovations $ 11.4 $ 0.3 $ 11.7 Crane Currency 0.1 0.4 0.5 2017 Restructuring $ 11.5 $ 0.7 $ 12.2 73 NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS Restructuring Liability The following table summarizes the accrual balances related to these restructuring charges by program: (in millions) 2022 Restructuring 2020 Restructuring 2017 Restructuring Total Severance: Balance as of December 31, 2021 (b) $ — $ — $ 0.1 $ 0.1 Expense (a) 6.2 — — 6.2 Utilization ( 0.2 ) — ( 0.1 ) ( 0.3 ) Balance as of December 31, 2022 (b) $ 6.0 $ — $ — $ 6.0 Expense (a) 0.5 — — 0.5 Utilization ( 5.9 ) — — ( 5.9 ) Balance as of December 31, 2023 (b) $ 0.6 $ — $ — $ 0.6 (a) Included within “Restructuring charges (gains), net” in the Consolidated and Combined Statements of Operations. (b) Included within Accrued Liabilities in the Consolidated and Combined Balance Sheets. 74 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure None